<PAGE>
- --------------------------------------------------------------------------------
Registration No. 33-80195
811-9142
Filed January 2, 1996
______________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 1 X
-----
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY
ACT OF 1940
Amendment No. 1 X
-----
__________________________________
THE NAVELLIER PERFORMANCE FUNDS
920 Incline Way, Building No. 1
Incline Village, Nevada 89450
(702) 831-7800
Agent for Service:
SAMUEL KORNHAUSER
155 Jackson Street, Suite 1807
San Francisco, California 94111
It is proposed that this filing will become effective (check appropriate box)
[X] immediately upon filing pursuant to Rule 485 paragraph (b)(1)(vii)
[ ] 60 days after filing pursuant to paragraph (a)(i)
[ ] on (date) pursuant to paragraph (a)(i)
[ ] 75 days after filing pursuant to paragraph (a)(ii)
[ ] on (date) pursuant to paragraph (a)(ii) of the rule 485
______________________________________________________________________________
Registrant has declared that it has registered an indefinite number or amount of
securities under the Securities Act of 1933 pursuant to Investment Company Act
Rule 24f-2 and that the Rule 24f-2 Notice for Registrant's fiscal year 1996 will
be filed on or before June 30, 1997.
<PAGE>
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the Registration Statement contains
the pages of the Prospectus and Statement of Additional Information of The
Navellier Performance Funds which are being amended by these non-material
amendments.
This Post-Effective Amendment No. 1 to the Registration Statement
incorporates by reference the Prospectus and Statements of Additional
Information and Exhibits attached as Part C of the Registration Statement filed
December 8, 1995 with respect to The Navellier Performance Funds, which is
incorporated herein by reference in its entirety and no changes to said
Prospectuses or Statements of Additional Information or Exhibits are affected by
this Post-Effective Amendment No. 1, except for the non-material amendments to
the Prospectus and Statement of Additional Information and Exhibits filed
herewith as part of this Post-Effective Amendment No. 1.
<PAGE>
THE NAVELLIER PERFORMANCE FUNDS
The Navellier Performance Funds (the "Fund") is an open-end management
investment company which offers its shares in a series of no load non-
diversified and diversified portfolios. The Fund is presently offering its
shares in the first Portfolio: the Navellier Aggressive Growth Portfolio
("Aggressive Growth") - a non-diversified open-end management portfolio.
Additional non-diversified or diversified portfolios may be added to the Fund in
the future.
Investment Objectives
- ---------------------
The Aggressive Growth Portfolio invests in securities traded on all United
States securities markets and may invest up to 10% of its assets in the shares
of a single issuer or up to 25% of its assets in any one industry. It seeks
capital appreciation through investments in securities which the Portfolio
Manager believes are undervalued in the marketplace. Investers in the
Aggressive Growth Portfolio pay no initial sales load but do pay an annual 0.25%
fee ("12b-1 fee") which over a period of years could result in higher overall
expenses than payment of an initial sales load. Navellier Management, Inc. is
the investment adviser for each of the Portfolios of the Fund. Navellier
Securities Corp. is the principal distributor of the Fund's shares.
This Prospectus sets forth concisely the information about the Fund that a
prospective invester should know before investing and should be read and
retained for future reference. Each of the Portfolios of the Fund are designed
for long term investers and not as trading vehicles and are not intended to
present a complete investment program for the invester. An investment in any of
the portfolios of the Fund involves certain speculative considerations; see
"Risk Factors". There can be no assurance that the Portfolios of the Fund will
achieve their investment objectives. The Aggressive Growth Portfolio employs an
aggressive investment strategy that has the potential for yielding high returns.
However, share prices of the Aggressive Growth Portfolio may also experience
substantial fluctuations including declines so that your shares may be worth
less than when you originally purchased them. The Aggressive Growth Portfolio
seeks long term growth, does not attempt to maintain a balanced Portfolio, and
its performance may fluctuate due to the possibility of greater concentration of
investment of the Portfolio's assets in a single issuer or industry. A
Statement of Additional Information about the Fund has been filed with the
Securities and Exchange Commission and is available upon request and without
charge by calling or writing The Navellier Performance Funds c/o Navellier
Securities Corp., Call Box 10012, Incline Village, Nevada 89450-1012; Telephone:
1-800-887-8671. The Statement of Additional Information bears the same date as
this Prospectus and is incorporated by reference into this Prospectus in its
entirety.
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.
<PAGE>
NO DEALER, SALESMAN, OR OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY
INFORMATION OR TO MAKE ANY REPRESENTATIONS, OTHER THAN THOSE CONTAINED IN THIS
PROSPECTUS, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS
MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND, ITS INVESTMENT
ADVISER, OR ITS DISTRIBUTOR. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO
BUY ANY OF THE SECURITIES OFFERED HEREBY IN ANY STATE TO ANY PERSON TO WHOM IT
IS UNLAWFUL TO MAKE SUCH AN OFFER IN SUCH STATE.
Distributor and Sales Information
---------------------------------
Navellier Securities Corp.
Call Box 10012
Incline Village, NV 89450-1012
1-800-887-8671
The date of this Prospectus is January 2, 1996
<PAGE>
SHAREHOLDER TRANSACTION EXPENSES
AND ANNUAL FUND OPERATING EXPENSES
NAVELLIER
AGGRESSIVE GROWTH
PORTFOLIO
---------
<TABLE>
<S> <C>
SHAREHOLDER TRANSACTION EXPENSES/1/
- --------------------------------
Maximum Sales Load Imposed on Purchases (as a
percentage of offering price)..................................... 0%
Maximum Sales Load Imposed on Reinvested
Dividends......................................................... None
Redemption Fees.................................................... None
Exchange Fee/3/.................................................... 0-$5
ANNUAL FUND OPERATING EXPENSES (AS A PERCENTAGE OF
- --------------------------------------------------
AVERAGE NET ASSETS)
- -------------------
Management Fees/4/................................................. 1.25%
12b-1 Fees/2/...................................................... 0.25%
Other Expenses/5/.................................................. 0.50%
-----
Total Fund Operating Expenses/6/................................... 2.00%
=====
</TABLE>
_______________________
/1/ The above table of fees and other expenses is provided to assist you
in understanding the various potential costs and expenses that an invester in
the Fund may bear directly or indirectly since the Fund has no operating
history. The Investment Adviser may, but is under no obligation to, reimburse
the Fund's expenses now or in the future.
/2/ The Aggressive Growth Portfolio does not charge an initial sales
load but does pay an annual 0.25% 12b-1 fee to the distributor or brokers who
have signed a selling agreement with the Fund. The Fund pays these brokers or
the distributor annually 0.25% of the value of the assets of the Fund which were
obtained by said brokers or distributor. The fee is paid to the broker or
distributor for continuous personal services by such broker or distributor to
investers in the Aggressive Growth Portfolio.
/3/ Shares of the Aggressive Growth Portfolio or any future portfolio
may be exchanged for shares of any other Fund Portfolio or any portfolio of The
Navellier Series Fund at net asset value without charge (up to five (5)
exchanges per account). There is a charge of $5 per exchange thereafter. There
are presently no other Fund Portfolios. There is one other Navellier Series
Fund Portfolio - The Navellier Aggressive Small Cap Equity Portfolio.
/4/ Represents the advisory fee paid to Navellier Management, Inc. (See
"Expenses of the Fund - Compensation of the Investment Adviser".)
/5/ Since the Fund has no operating history, this 0.50% represents an
estimate of all other expenses of the Portfolio (except the 12b-1 fee).
/6/ This includes the annual 0.25% 12b-1 fee which has the effect of
increasing annual operating expenses.
1
<PAGE>
HOW TO INVEST
Shares of each portfolio of the Fund are continuously offered for sale by
the Distributor and through selected broker-dealers. The daily public offering
price for the Aggressive Growth Portfolio is the net asset value next computed
after receipt of your order. Initial purchases must be at least $2,000 ($500 in
the case of IRA and other retirement plans or qualifying group plans) and
subsequent investments must be $100 or more.
RISK FACTORS
Investment in any Portfolio of the Fund involves special risks and there
can be no guarantee of profitability. (See "Risk Factors".)
2
<PAGE>
liability, did in the past agree to a two-week suspension in California and
agreed to pay civil penalties to the States of California, Connecticut, and
Maryland for allegedly not being properly registered as an investment adviser.
Navellier Management, Inc. is also and has been since January 1994, the
investment adviser to The Navellier Series Fund, an open-end diversified
investment company. Louis Navellier is, and has been, in the business of
rendering investment advisory services to significant pools of capital since
1987.
For information regarding the Fund's expenses and the fees paid to the
Investment Adviser see "Expenses of the Fund" on the following page.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
On October 17, 1995, in order to fulfill the requirements of Section
14(a)(1) of the Investment Company Act of 1940, one hundred percent (100%) of
the issued and outstanding shares of the only existing Portfolio of the Fund was
subscribed to for purchase by Louis Navellier under an agreement dated October
17, 1995. Such subscription was made for an aggregate of $100,000 allocated
100% for the Navellier Aggressive Growth Portfolio (to purchase 10,000 shares).
THE DISTRIBUTOR
Navellier Securities Corp., acts as the Fund's Distributor and is
registered as a broker-dealer under the Securities Exchange Act of 1934 and is a
member of the National Association of Securities Dealers ("NASD"). The
Distributor renders its services to the Fund pursuant to a distribution
agreement under which it serves as the principal underwriter of the Fund's
shares. The Distributor may sell certain of the Fund's Portfolio shares by
direct placements. Through a network established by the Distributor, the Fund's
Portfolio shares may also be sold through selected broker-dealers. (For
information regarding the Fund's expenses and the fees it pays to the
Distributor, see "Expenses of the Fund" following.) Louis G. Navellier, an
affiliate of the Fund and the Investment Adviser, is an officer, director, and
sole shareholder of the Distributor.
THE CUSTODIAN AND THE TRANSFER AGENT
Rushmore Trust & Savings, FSB, 4922 Fairmont Avenue, Bethesda, Maryland,
20814, telephone: (301) 657-1510 or (800) 622-1386, is Custodian for the Fund's
securities and cash and Transfer Agent for the Fund shares. The Distributor
shall be responsible for the review of applications in order to guarantee that
all requisite and statistical information has been provided with respect to the
establishment of accounts.
EXPENSES OF THE FUND
GENERAL
Each Portfolio is responsible for the payment of its own expenses. These
expenses are deducted from that Portfolio's investment income before dividends
are paid. These
13
<PAGE>
expenses include, but are not limited to: fees paid to the Investment Adviser,
the Custodian, the Transfer Agent, and the Accountant; Trustees' fees; taxes;
interest; brokerage commissions; organization expenses; securities registration
("blue sky") fees; legal fees; auditing fees; printing and other expenses which
are not directly assumed by the Investment Adviser under its investment advisory
agreement with the Fund. General expenses which are not associated directly with
a specific Portfolio (including fidelity bond and other insurance) are allocated
to each Portfolio based upon their relative net assets.
The Fund and the Investment Adviser have executed a letter acknowledging
that since the inception of the Fund's operations, the Investment Adviser has
paid all of the initial operating expenses of the Fund and may in the future
seek reimbursement from the Fund not to exceed 0.25% per annum of the Fund's
average daily net assets. Although the Investment Adviser is under no obligation
to continue to pay for the Fund's operating expenses, the Investment Adviser may
continue to pay the Fund's operating expenses upon the above described
reimbursement terms.
COMPENSATION OF THE INVESTMENT ADVISER
The Investment Adviser receives an annual 1.25% fee, payable monthly, based
upon each Portfolio's average daily net assets. This advisory fee is higher than
that generally paid by most other investment companies. The Investment Adviser
also receives a 0.25% annual fee for rendering administrative services to the
Fund pursuant to an Administrative Services Agreement and is entitled to
reimbursement for operating expenses it advances for the Fund.
DISTRIBUTION PLAN
The Fund has adopted a Plan pursuant to Rule 12b-1 under the 1940 Act (the
"Plan"), whereby it reimburses Distributor or others in an amount up to 0.25%
per annum of the average daily net assets of the Aggressive Growth Portfolio (or
any subsequent applicable Portfolio of the Fund) for expenses incurred for the
promotion and distribution of the shares of such Portfolio(s) of the Fund,
including, but not limited to, the printing of prospectuses, statements of
additional information and reports used for sales purposes, expenses (including
personnel of Distributor) of preparation of sales literature and related
expenses, advertisements and other distribution-related expenses, including a
prorated portion of Distributor's overhead expenses attributable to the
distribution of such Portfolio Fund shares. Such payments are made monthly. The
12b-1 fee includes, in addition to promotional activities, amounts the Fund may
pay to Distributor or others as a service fee to reimburse such parties for
personal services provided to shareholders of the Fund and/or the maintenance of
shareholder accounts. The total amount of 12b-1 fees paid for such personal
services and promotional services shall not exceed 0.25% per year of the average
daily net assets of the applicable Fund Portfolio. The Distributor can keep all
of said 12b-1 fees it receives to the extent
14
<PAGE>
If an order for shares of a Portfolio is received by the Transfer Agent by
4 p.m. on any business day, such shares will be purchased at the net asset value
determined as of 4 p.m. on that day. Otherwise, such shares will be purchased
at the net asset value determined as of 4 p.m. on the next day. However, orders
received by the Transfer Agent from the Distributor or from dealers or brokers
after the net asset value is determined that day will receive such net asset
value price if the orders were received by the Distributor or broker or dealer
from its customer prior to such determination and were transmitted to and
received by the Transfer Agent prior to its close of business on that day
(normally 4 p.m. E.S.T). Shares are entitled to receive any declared dividends
on the day following the date of purchase.
PURCHASES THROUGH SELECTED DEALERS
Shares purchased through Selected Dealers will be effected at the net asset
value next determined after the Selected Dealer receives the purchase order,
provided that the Selected Dealer transmits the order to the Transfer Agent and
the Transfer Agent accepts the order by 4:00 p.m. E.S.T. on the day of
determination. See "Valuation of Shares". If an invester's order is not
transmitted and accepted by 4:00 p.m. E.S.T., the invester must settle his or
her entitlement to that day's net asset value with the Selected Dealer.
Certain selected Dealers may effect transactions in shares of the
Portfolios through the National Securities Clearing Corporation's Fund/SERV
system.
Purchases of shares through Selected Dealers not utilizing the National
Securities Clearing Corporation's Fund/SERV system will be effected when
received in proper form by the Transfer Agent, as described above, in the same
manner and subject to the same terms and conditions as are applicable to shares
purchased directly through the Transfer Agent. There is no sales load charged
to the invester on purchases of the Fund's Portfolios (see "The Navellier
Performance Funds" following), whether purchased through a Selected Dealer or
directly through the Transfer Agent; there is however an annual Rule 12b-1 fee.
Shareholders who wish to transfer Fund shares from one broker-dealer to
another should contact the Fund at (800) 621-7874.
TO INVEST BY BANK WIRE: Request a wire transfer to:
Rushmore Federal Savings Bank
Bethesda, MD
Routing Number 0550 71084
For Account of The Navellier Performance Funds
Account Number 029 385770
AFTER INSTRUCTING YOUR BANK TO TRANSFER MONEY BY WIRE, YOU MUST TELEPHONE
THE FUND AT (800) 622-1386 OR (301) 657-1510 BETWEEN 8:30 A.M. AND 4:00 P.M.
E.S.T. AND TELL US THE AMOUNT YOU TRANSFERRED AND THE NAME OF THE BANK SENDING
THE TRANSFER. YOUR BANK MAY CHARGE A FEE FOR SUCH SERVICES. IF THE PURCHASE
20
<PAGE>
Investment Adviser
Navellier Management, Inc.
920 Incline Way, Building #1
Incline Village, NV 89450
(800) 887-8671
Distributor THE NAVELLIER PERFORMANCE FUNDS
Navellier Securities Corp.
920 Incline Way, Building #1
Incline Village, NV 89450
(800) 887-8671
Independent Auditors
Deloitte & Touche, LLP
1900 M Street
Washington, D.C. 20036
(202) 955-6530
Transfer Agent and Custodian
Rushmore Trust & Savings, FSB
4922 Fairmont Avenue
Bethesda, MD 20814
(800) 622-1386
Counsel
Samuel Kornhauser
Law Offices of Samuel Kornhauser
155 Jackson Street, Suite 1807
San Francisco, CA 94111
(415) 981-6281
Sales Information
Navellier Securities Corp.
920 Incline Way, Building #1
Incline Village, NV 89450
(800) 887-8671
Shareholder Inquiries
Rushmore Trust & Savings, FSB
4922 Fairmont Avenue
Bethesda, MD 20814
(800) 622-1386 January 2, 1996
26
<PAGE>
<TABLE>
<S> <C>
NAVELLLIER NEW ACCOUNT APPLICATION For a retirement account application call 800-887-8671
PERFORMANCE ----------------------------------------------------------------------------------------------------
FUNDS 800-887-8671
MAIL APPLICATION & CHECKS TO:
The Navellier Performance Funds
c/o Rushmore Trust & Savings
4922 Fairmont Ave.
Bethesda, MD 20814
800-622-1386
- -----------------------------------------------------------------------------------------------------------------------------------
Registration 1. Individual _____________________________________________________________________________________
First Name Initial Last Name
[_] Individual
Use lines 1 & 3 2. Joint Tenant ___________________________________________________________________________________
First Name Initial Last Name
Rights of survivor will be applied unless otherwise indicated
[_] Joint Account with
Rights of Survivor
Lines 1, 2 & 3 3. Social Security No. _____________________________________ Date of Birth _______________________
S.S.# to be used for tax purposes
[_] Joint Account with
Tenancy in Common
Lines 1, 2 & 3 4. Uniform Gift to Minor___________________________________________________________________________
Custodian's Name / State
[_] Gift to Minor
Lines 4 & 5 5. ________________________________________________________________________________________________
Minor's Name Minor's Social Security No. Date of Birth
OR
[_] Corporations,
Partnerships,
Trusts & Others
Lines 6 & 7 6. _________________________________________________________________________________________________
Name of Corporation or Entity Tax ID Number
7. Registration Type: ___ Corporation ___ Partnership ___ Unincorporated Association
___ Trust - Date of Trust _______________
Please include a copy of the first and last page of your agreement.
- ------------------------------------------------------------------------------------------------------------------------------------
MAILING ADDRESS Street or P.O. Box _________________________________________________________________________________
Complete if different from City ______________________________________ State _______________________ Zip ___________________
above address label
Telephone: Home ___________________________________ Work _______________________________________
Your Residency: [_] U.S. [_] Resident Alien [_] Non-Resident Alien
Specify Country _____________________________________
- -----------------------------------------------------------------------------------------------------------------------------------
INVESTMENT Amount $ ________________________ in the Navellier Aggressive Growth Portfolio
Make check payable to: [_] By check $ ______________________________________ [_] By wire $ _____________________________
The Navellier Performance
Funds From Account No. ________________________________
Minimum initial investment is $2,000 ($500 for IRAs, call 800-887-8671 for an IRA application).
Make checks payable to The Navellier Performance Funds. Call 800-622-1386 for wiring instructions
or see the prospectus.
- -----------------------------------------------------------------------------------------------------------------------------------
DIVIDENDS [_] Reinvest dividends and capital gains. [_] Reinvest dividends, pay capital gains.
AND CAPITAL GAINS [_] Pay dividends and capital gains in cash. [_] Pay dividends, reinvest capital gains.
DISTRIBUTIONS
All dividends and capital gains distributions will be reinvested in the Aggressive Growth Portfolio
if no box is checked. All distributions will be reinvested if a withdrawal plan is elected.
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<S> <C>
INVESTER FINANCIAL Annual Income: $ _________________________________ Net Worth: $ __________________________________
& INVESTMENT INFO.
Required by NASD Investment Objective: [_] Growth
SHAREHOLDER Telephone/Expedited Redemption - please check all that apply. These privileges are subject to the
PRIVILEGES terms set forth in the Prospectus.
[_] Yes, I would like to be able to redeem shares by telephone.
[_] Deposit redemption proceeds in the money market mutual fund, Fund for Government
Investers, Inc., custodied by Rushmore Trust & Savings, FSB.
[_] Wire redemption proceeds to: __________________________________________________________________
Name of Bank
______________________________________________ _____________________________________________
Type of Account Account Number
[_] Mail a check to my address indicated above.
- -----------------------------------------------------------------------------------------------------------------------------------
SYSTEMATIC [_] YES A Systematic Withdrawal Plan is available for accounts with an underlying share value of $25,000 or
WITHDRAWAL [_] NO more. If this plan is elected, all distributions will be automatically reinvested. Minimum
PLAN withdrawal is $1,000.
Optional Amount of payment $ _________________________
Payments made: [_] Monthly [_] Quarterly [_] Annually
Payments to commence the 2nd business day of: ________________________________
Month, Year
If checks are to be sent to another address or paid to someone other than the registered owner shown
on application, please provide the following:
Name: ______________________________________________________________________________________________
Address: ___________________________________________________________________________________________
- ------------------------------------------------------------------------------------------------------------------------------------
BROKER Firm _______________________________________________________________________________________________
INFORMATION Mailing Address _____________________________________________ City ________________________________
State _____________________________ Zip ____________________ Phone _______________________________
If shares are being purchased Dealer Code _______________________ Office Code _____________________ Rep. Number ________________
through a Service Agent, Agent Name ______________________________ Agent Signature: ________________________________________
Agent should complete this
section.
- -----------------------------------------------------------------------------------------------------------------------------------
SIGNATURES I/We authorize Rushmore Trust & Savings, FSB, as custodian and transfer agent for The Navellier
& CERTIFICATION Performance Funds, to honor any requests made in accordance with the terms of this application, and
I/we further affirm that, subject to any limitations imposed by applicable law, neither Rushmore
Confirmation of Account Trust & Savings, FSB, nor The Navellier Performance Funds shall be held liable by me/us for any
Establishment: Soon after loss, liability, cost, or expense for acting in accordance with this application, or any section
all essential items are thereof. I/We understand that all of the shareholder options described in this application are
received by the custodian, subject to the terms set forth in the Prospectus.
a confirmation statement(s)
showing account number(s), I/WE CERTIFY THAT WE HAVE FULL RIGHT, POWER, AUTHORITY, AND LEGAL CAPACITY TO PURCHASE AND REDEEM
amount received, shares SHARES AND AFFIRM THAT I/WE HAVE RECEIVED AND READ THE PROSPECTUS, AGREE TO ITS TERMS, AND HAVE NOT
purchased, and price paid RELIED ON OR MADE MY/OUR DECISION TO INVEST IN THE NAVELLIER PERFORMANCE FUNDS ON ANY WRITTEN OR
per share will be sent to ORAL INFORMATION OTHER THAN THE WRITTEN INFORMATION CONTAINED IN THE PROSPECTUS, REGISTRATION
the registered shareholder. STATEMENT AND STATEMENT OF ADDITIONAL INFORMATION. Under penalties of perjury, I/we certify (i)
that the number shown on this form is my/our correct Social Security Number or Taxpayer
Subsequent Payments: A new Identification Number and (ii) that (1) I/we are not subject to backup withholding either because
application need not be I/we have not been notified by the Internal Revenue Service that I/we are subject to backup
submitted with additional withholding as a result of a failure to report all interest or dividends, or (2) the IRS has
payments to an existing notified me/us that I am/we are no longer subject to backup withholding. If you have been notified
account if a current by the IRS that you are currently subject to backup withholding strike out phrase (2) above.
application is on file with
the custodian. Subsequent
purchases should be X __________________________________________________ X ____________________________________________
identified by account Signature as it appears on Line No. 1 Date Joint Signature (if applicable) Date
number and account
registration name.
</TABLE>
<PAGE>
PART B
THE NAVELLIER PERFORMANCE FUNDS
STATEMENT OF ADDITIONAL INFORMATION
DATED JANUARY 2, 1996
This Statement of Additional Information, which is not a prospectus, should be
read in conjunction with the Prospectus of The Navellier Performance Funds (the
"Fund"), dated January 2, 1996, a copy of which Prospectus may be obtained,
without charge, by contacting the Fund, at its mailing address c/o Navellier
Securities, Corp., Call Box 10012, Incline Village, NV 89450;
Tel: 1-800-887-8671.
TABLE OF CONTENTS
<TABLE>
<CAPTION>
<S> <C>
GENERAL INFORMATION AND HISTORY....................... 1
INVESTMENT OBJECTIVES AND POLICIES.................... 1
TRUSTEES AND OFFICERS OF THE FUND..................... 5
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES... 7
THE INVESTMENT ADVISER, DISTRIBUTOR,
CUSTODIAN AND TRANSFER AGENT.......................... 8
BROKERAGE ALLOCATION AND OTHER PRACTICES.............. 11
CAPITAL STOCK AND OTHER SECURITIES.................... 13
PURCHASE, REDEMPTION, AND PRICING OF SHARES........... 13
TAXES................................................. 14
UNDERWRITERS.......................................... 17
CALCULATION OF PERFORMANCE DATA....................... 17
REPORT OF INDEPENDENT ACCOUNTANTS, AND
FINANCIAL STATEMENT................................... 19
APPENDIX.............................................. 20
</TABLE>
<PAGE>
well as within a particular year and may also be affected by cash requirements
for redemptions of each Portfolio's shares and by requirements which enable the
Fund to receive certain favorable tax treatment. Because the Aggressive Growth
Portfolio is a new fund portfolio with no operating history, no actual turnover
rate can be given at this time. The Fund will attempt to limit the annual
portfolio turnover rate to 300% or less, however this rate may be exceeded if in
the Investment Adviser's discretion securities are or should be sold or
purchased in order to attempt to increase the Portfolio's performance. In
Wisconsin an annual portfolio turnover rate of 300% or more is considered a
speculative activity and under Wisconsin statutes could involve relatively
greater risks or costs to the Fund.
TRUSTEES AND OFFICERS OF THE FUND
The following information, as of October 17, 1995, is provided with respect
to each director and officer of the Fund:
<TABLE>
<CAPTION>
POSITION(S) HELD WITH REGISTRANT PRINCIPAL OCCUPATION(S)
NAME AND ADDRESS AND ITS AFFILIATES DURING PAST FIVE YEARS
- --------------------- ---------------------------------- ---------------------------------
<S> <C> <C>
Louis Navellier/1/ Trustee, President and Treasurer Mr. Navellier is and has been
920 Incline Way of The Navellier Performance the CEO and President of
Building 1 Funds. Mr. Navellier is also the Navellier & Associates Inc., an
Incline Village CEO, President, Secretary, and investment management
NV 89450 Treasurer of Navellier Manage- company since 1988; CEO and
ment, Inc., a Delaware corpora- President of Navellier Manage-
tion which is the Investment ment, Inc., an investment
Adviser to the Fund. Mr. management company since
Navellier is also CEO, President, May 10, 1993; CEO and
Secretary, and Treasurer of President of Navellier
Navellier Securities Corp., the International Management,
principal underwriter of the Inc., an investment manage-
Fund's shares. ment company, since May 10,
1993; CEO and President of
Navellier Securities Corp. since
May 10, 1993; CEO and
President of Navellier Fund
Management, Inc., an
investment management
company, since November 30,
1995; and has been publisher
and editor of MPT Review
from August 1987 to the
present and was publisher and
editor of the predecessor
investment advisory newsletter
OTC Insight, which he began in
1980 and wrote through July
1987.
</TABLE>
4
<PAGE>
In exchange for its services under the Administrative Services
Agreement, the Fund reimburses the Investment Adviser for certain expenses
incurred by the Investment Adviser in connection therewith. The agreement
also allows Investment Adviser to pay to its delegate part or all of such
fees and reimbursable expense payments incurred by it or its delegate.
The Investment Adviser Agreement permits the Investment Adviser to act
as investment adviser for any other person, firm, or corporation, and
designates the Investment Adviser as the owner of the name "Navellier" or
any use or derivation of the word Navellier. If the Investment Adviser
shall no longer act as investment adviser to the Fund, the right of the
Fund to use the name "Navellier" as part of its title may, solely at the
Investment Adviser's option, be withdrawn.
The Investment Adviser is advancing the Fund's organizational expenses
which have been estimated to be $150,000. The Fund has agreed to reimburse
the Investment Adviser for the organizational and other expenses it
advances, without interest, on a date or dates to be chosen at the sole
discretion of Navellier Management, Inc., at any time after (i) the Fund
has $20 million in total net assets or is breaking even or making a profit,
whichever first occurs. In the event that the total net assets of the Fund
does not attain the foregoing levels before the end of five years, the
unreimbursed portion of such expenses shall become fully payable at the end
of the fifth year. No Portfolio shall be responsible for the reimbursement
of more than its proportionate share of expenses.
(B) THE DISTRIBUTOR
---------------
The Fund's Distributor is Navellier Securities Corp., a Delaware
Corporation organized and incorporated on May 10, 1993. Navellier Securities
Corp. is registered as a broker-dealer with the Securities Exchange Commission
and National Association of Securities Dealers and the various states in which
this Fund's securities will be offered for sale and will be registered with such
agencies and governments before any Fund shares are sold. The Fund's shares
will be continuously distributed by Navellier Securities Corp. (the
"Distributor") located at 920 Incline Way, Building 1, Incline Village, Nevada,
89450, pursuant to a Distribution Agreement, dated October 17, 1995. The
Distribution Agreement obligates the Distributor to pay certain expenses in
connection with the offering of the shares of the Fund. The Distributor is
responsible for any payments made to its registered representatives as well as
the cost in excess of the 12b-1 fee (discussed below under "Distribution Plan")
of printing and mailing Prospectuses to potential investers and of any
advertising incurred by it in connection with the distribution of shares of the
Fund.
DISTRIBUTION PLAN. The Fund has adopted a Plan pursuant to Rule 12b-1 under the
1940 Act (the "Plan"), whereby it reimburses Distributor or others in an amount
up to 0.25% per annum of the average daily net assets of the Aggressive Growth
Portfolio or any subsequent applicable Portfolio of the Fund for expenses
incurred by such parties for the promotion and distribution of the shares of
such Portfolio of the Fund, including, but not limited to, the printing of
prospectuses, statements of additional information and reports used for sales
purposes, expenses (including personnel of Distributor) of preparation of sales
literature
8
<PAGE>
REPORT OF INDEPENDENT AUDITORS
To the Board of Trustees and Shareholder of
The Navellier Performance Funds
We have audited the statement of assets and liabilities of the Aggressive Growth
Portfolio of the Navellier Performance Funds (the Fund) as of December 28, 1995.
The financial statement is the responsibility of the Fund's management. Our
responsibility is to express an opinion on the financial statement based on our
audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statement is free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statement. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the statement of assets and liabilities presents fairly, in all
material respects, the financial position of the Aggressive Growth Portfolio of
the Navellier Performance Funds as of December 28, 1995 in conformity with
generally accepted accounting principles.
/s/ Deliotte & Touche LLP
Deliotte & Touche LLP
Washington, D.C.
December 29, 1995
<PAGE>
THE NAVELLIER PERFORMANCE FUNDS
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 28, 1995
<TABLE>
<CAPTION>
Navellier
Aggressive
Growth
Portfolio
----------
<S> <C>
ASSETS
Cash in Custodian Bank $100,000
Deferred Organizational Expenses 126,000
--------
Total Assets 226,000
--------
LIABILITIES
Accrued Organizational Expenses 126,000
--------
NET ASSETS $100,000
========
Shares Outstanding 10,000
========
Net Asset Value Per Share $10.00
========
</TABLE>
See Notes to Financial Statement.
20
<PAGE>
THE NAVELLIER PERFORMANCE FUNDS
NOTES TO FINANCIAL STATEMENT
DECEMBER 28, 1995
1. SIGNIFICANT ACCOUNTING POLICIES
The Navellier Performance Funds (the "Fund") is registered with the Securities
and Exchange Commission under the Investment Company Act of 1940, as amended
(the "Act") as an open-end investment company which offers its shares in a
series of no-load non-diversified and diversified portfolios. The Fund presently
consists of one portfolio, the Navellier Aggressive Growth Portfolio
("Portfolio"), a non-diversified open-end management portfolio. The following is
a summary of significant accounting policies which the Fund follows:
(a) Listed securities are valued at the last sales price of the New York
Stock Exchange and other major exchanges. Over-the Counter securities
are valued at the last sales price. If market quotations are not readily
available, the Board of Trustees will value the Fund's securities in
good faith. The Trustees will periodically review this method of
valuation and recommend changes which may be necessary to assure that
the Fund's instruments are valued at fair value.
(b) Security transactions are recorded on the trade-date (the date the order
to buy or sell is executed). Interest income is accrued on a daily
basis. Dividend income is recorded on the ex-dividend date. Realized
gains and losses from securities transactions are computed on an
identified cost basis.
(c) Dividends from net investment income are declared and paid annually.
Dividends are re-invested in additional shares unless shareholders
request payment in cash. Net capital gains, if any, are distributed
annually.
(d) The Fund intends to comply with the provisions of the Internal Revenue
Code applicable to regulated investment companies and will distribute
all net investment income to its shareholders. Therefore, no Federal
income tax provision is required.
(e) Organizational expenses of the Fund totaling $126,000 as of December 28,
1995 are being deferred and will be amortized over 60 months beginning
with the public offering of shares. Any redemption by an initial
investor during the amortization period will be reduced by a prorata
portion of any of the unamortized organization expenses. Such proration
is to be calculated by dividing the number of initial shares redeemed by
the number of initial shares outstanding at the date of redemption.
21
<PAGE>
2. INVESTMENT ADVISORY AND DISTRIBUTOR AGREEMENTS
Investment advisory services are provided by Navellier Management, Inc.
("Adviser"). Under an agreement with the Adviser, the Fund pays a fee at the
annual rate of 1.25% of the daily net assets of the Portfolio. The Adviser
also receives an annual fee equal to 0.25% of the Fund's average daily net
assets in connection with the rendering of services under the administrative
services agreement and is reimbursed by the Fund for operating expenses
incurred on behalf of the Fund. An officer and trustee of the Fund is also
an officer and director of the Adviser.
Navellier Securities Corp. acts as the Fund's Distributor (the "Distributor")
and is registered as a broker-dealer under the Securities and Exchange Act of
1934. The Distributor, which is the principal underwriter of the Fund's
shares, renders its services to the Fund pursuant to a distribution
agreement. An officer and trustee of the Fund is also an officer and
director of the Adviser.
3. TRANSFER AGENT AND CUSTODIAN
Rushmore Trust and Savings, FSB, ("Rushmore Trust"), provides transfer
agency, dividend disbursing and some shareholder services to the Fund. In
addition, Rushmore Trust serves as custodian of the Fund's assets. Fees paid
to Rushmore Trust are based upon a fee schedule approved by the Board of
Trustees.
4. DISTRIBUTION PLAN
The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1
under the Act, whereby it reimburses the Distributor or others in an amount
not to exceed 0.25% per annum of the average daily net assets of the
Portfolio for expenses incurred in the promotion and distribution of shares
of the Portfolio. These expenses include, but are not limited to, the
printing of prospectuses, statements of additional information, and reports
used for sales purposes, expenses of preparation of sale literature and
related expenses (including Distributor personnel), advertisements and other
distribution-related expenses, including a prorated portion of the
Distributor's overhead expenses attributable to the distribution of such
Portfolio Fund shares. Such payments are made monthly. The 12b-1 fee
includes, in addition to promotional activities, the amount the Fund may pay
to the Distributor or others as a service fee to reimburse such parties for
personal services provided to shareholders of the Fund and/or the maintenance
of shareholder accounts. Such Rule 12b-1 fees are made pursuant to the Plan
and distribution agreements entered into between such service providers and
the Distributor or the Fund directly.
22
<PAGE>
PART C
OTHER INFORMATION
ITEM 24 FINANCIAL STATEMENTS AND EXHIBITS
1. FINANCIAL STATEMENTS:
(a) N/A
(b) Included in Part B of this Registration Statement:
(i) Statement of Assets and Liabilities as of December 28, 1995.
(c) Included in Part C of this Registration Statement: none
All other statements and schedules have been omitted because they are not
applicable or the information is shown in the Financial Statements or Financial
Highlights or notes thereto.
2. EXHIBITS:
Exhibit Number Description
-------------- -----------
1.1 Certificate of Trust of Registrant
1.2 Declaration of Trust of Registrant
2 By-Laws of Registrant
3 None
4 None
5 Investment Management Agreement between Registrant
and Navellier Management, Inc., dated October 17, 1995
6.1 Distribution Agreement dated October 17, 1995
6.2 Selected Dealer Agreement (specimen)
7 None
8.1 Administrative Services, Custodian, Transfer Agreement
with Rushmore Trust & Savings, FSB
8.2 Navellier Administrative Services Agreement
9.0 Trustee Indemnification Agreements
10 Opinion and Consent of Counsel
11 Consent of Independent Auditors
12 None
13 Subscription Agreement between The Navellier
Performance Funds and Louis Navellier, dated October
17, 1995
13.1 Investment Adviser Operating Expense Reimbursement
Agreement
14 None
15 12b-1 Plan
16 N/A
23
<PAGE>
<TABLE>
<CAPTION>
Name and
Principal Positions Held with Registrant Principal Occupations During Past
Business Address and Its Affiliates Two Years
- ------------------- ---------------------------------- -----------------------------------
<S> <C> <C>
Louis Navellier Trustee, President, and Mr. Navellier is and has been the
920 Incline Way Treasurer of The Navellier CEO and President of Navellier &
Incline Village Performance Funds. Mr. Associates Inc., an investment
NV 89450 Navellier is also the CEO, management company since 1988;
President, Treasurer, and Secre- is and has been CEO and President
tary of Navellier Management, of Navellier Management, Inc.; the
Inc., a Delaware Corporation Investment Adviser to this Fund
which is the Investment Adviser and The Navellier Series Fund;
to the Fund. Mr. Navellier is President and CEO of Navellier
also CEO, President, Secretary, Securities Corp., the principal
and Treasurer of Navellier & Underwriter to this Fund and The
Associates Inc., Navellier Publi- Navellier Series Fund; CEO and
cations, Inc., MPT Review President of Navellier Fund
Inc., and Navellier International Management, Inc. and investment
Management, Inc. advisory company, since November
30, 1995; and has been publisher
and editor of MPT Review from
August 1987 to the present, and
was publisher and editor of the
predecessor investment advisory
newsletter OTC Insight, which he
began in 1980 and wrote through
July 1987.
</TABLE>
ITEM 29 PRINCIPAL UNDERWRITERS
(a) The Distributor does not currently act as principal underwriter,
depositor, or investment adviser for any investment company other than the Fund
and The Navellier Series Fund.
(b) The following information is provided, as of the date hereof, with
respect to each director, officer, or partner of each principal underwriter
named in response to Item 21:
<TABLE>
<CAPTION>
Name and Principal Position and Offices Positions and Offices
Business Address with Underwriter with Registrant
- ------------------ -------------------- ---------------------
<S> <C> <C>
Louis Navellier CEO, President, Trustee, President,
920 Incline Way Director, CEO, Treasurer
Incline Village NV 89450 Treasurer, and Secretary
</TABLE>
(c) As of the date hereof, no principal underwriter who is not an
affiliated person of the Fund has received any commissions or other compensation
during the Fund's last fiscal year.
26
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant has duly caused this Post-Effective
Amendment No. 1 to Registration Statement to be signed on its behalf by the
undersigned, thereto duly authorized, in the City of Incline Village, and State
of Nevada on the 29th day of December 1995.
I certify that there has been no material event since the effective date of
the Registration Statement requiring disclosure in the Prospectus and that this
post-effective amendment No. 1 meets all the requirements of Rule 485(b)(1)(vii)
for immediate effectiveness.
THE NAVELLIER PERFORMANCE FUNDS
By: /s/ Louis Navellier
______________________________
Louis Navellier
President and Trustee
The Navellier Performance Funds, and each person whose signature appears below
hereby constitutes and appoints Louis Navellier as such person's true and lawful
attorney-in-fact, with full power to sign for such person and in such person's
name, in the capacities indicated below, any and all amendments to this
Registration Statement, hereby ratifying and confirming such person's signature
as it may be signed by said attorney-in-fact to any and all amendments to said
Registration Statement.
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons or their attorneys-in-
fact pursuant to authorization given on October 17, 1995, in the capacities and
on the date indicated:
<TABLE>
<CAPTION>
<S> <C> <C>
/s/ Louis Navellier
____________________ Trustee and President
Louis Navellier/2/ (Principal Executive December 29, 1995
Officer), Treasurer
/s/ Joel Rossman
____________________ Trustee
Joel Rossman/2/ December 29, 1995
/s/ Barry Sander
____________________ Trustee
Barry Sander December 29, 1995
/s/ Arnold Langsen
____________________ Trustee
Arnold Langsen December 29, 1995
/s/ Jacques Delacroix
____________________ Trustee and Secretary
Jacques Delacroix December 29, 1995
</TABLE>
- ---------------
/2/ These persons are interested persons affiliated with the Investment Advisor.
28
<PAGE>
EXHIBIT 11
CONSENT OF INDEPENDENT AUDITORS
The Navellier Performance Funds:
We consent to the incorporation by reference in this Post-Effective Amendment
No. 1 to this Registration Statement on Form N-1A of our report dated December
29, 1995 appearing in the Statement of Assets and Liabilities of The Navellier
Performance Funds Aggressive Growth Portfolio as of December 28, 1995.
/s/ Deloitte & Touche LLP
Washington, D.C.
December 29, 1995
<PAGE>
EXHIBIT 13.1
Navellier Management, Inc.
920 Incline Way
Incline Village, NV 89450
As of January 2, 1996
The Navellier Performance Funds
920 Incline Way
Incline Village, NV 89450
Re: Amended Investment Adviser Operating Expenses
Reimbursement Agreement
Gentlemen:
Since the inception of operations of The Navellier Performance Funds (the
"Fund"), Navellier Management, Inc. (the "Adviser"), has paid the operating
expenses of the Fund without requiring reimbursement from the Fund. The purpose
of this letter is to obtain an acknowledgment from the Fund that (i) the Adviser
has been under no obligation to pay such operating expenses, and (ii) the
Adviser is under no obligation to continue to pay the Fund's operating expenses
now or in the future.
Notwithstanding the foregoing, until further notice to the contrary, the
Adviser will continue to pay the Fund's operating expenses without requiring
current reimbursement from the Fund. The Adviser reserves the right to require
reimbursement in the future for operating expenses of the Fund at any time
upon notice to the Fund that some or all past and presently accrued operating
expenses of the Fund shall be required to be reimbursed to the Adviser, or paid
directly by the Fund.
<PAGE>
If the foregoing accurately reflects the Fund's understanding regarding the
matters discussed herein, please sign and return the enclosed copy of this
letter.
Very truly yours,
NAVELLIER MANAGEMENT, INC.
By:
-------------------------------
Louis Navellier, President
ACKNOWLEDGED AND
AGREED as to THE NAVELLIER PERFORMANCE FUNDS
the 2nd day of January, 1996:
By:
------------------------------
Barry Sander, Trustee
By:
------------------------------
Joel Rossman, Trustee
By:
------------------------------
Arnold Langsen, Trustee
By:
------------------------------
Jacques Delacroix, Trustee
