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REGISTRATION NO. 333-63155
811-08995
FILED OCTOBER 1, 1998
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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
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY
ACT OF 1940
Amendment No. 1
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THE AMERICAN TIGER FUNDS
Chatfield Dean & Co.
7935 East Prentice Avenue, Suite 200
Greenwood Village, Colorado 80111
1-800-723-3326
Agent for Service:
SAMUEL KORNHAUSER
155 Jackson Street, Suite 1807
San Francisco, California 94111
The approximate date of the proposed Public Offering is October 2, 1998.
It is proposed that this filing will become effective (check the appropriate
box):
/X/ immediately upon filing pursuant to Rule 485 paragraph (b)(1)(iii)
/ / on September 30, 1998 pursuant to Section 8(a), Securities Act of 1933
/ / 60 days after filing pursuant to paragraph (a)(1)
/ / 75 days after filing pursuant to paragraph (a)(2)
/ / on (date) pursuant to paragraph (a)(2) of Rule 485
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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 1998 will
be filed on or before February 28, 1999.
Page 1 of ___ pages sequentially numbered.
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THE AMERICAN TIGER FUNDS
CONTENTS
This Registration Statement on Form N-1A consists of the following:
1. Facing Sheet
2. Contents
3. Cross-Reference Sheet
4. Part A - Prospectus for all shares of The American Tiger Funds
5. Part B - Statement of Additional Information for all shares of The
American Tiger Funds
6. Part C - Other Information
7. Signature Sheet
8. Exhibits
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CROSS-REFERENCE SHEET
Part A
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FORM N-1A ITEM NUMBER PROSPECTUS CAPTION
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1. Cover Page Cover Page
2. Synopsis Summary of Fund Expenses
3. Condensed Financial Information Condensed Financial Information-- Financial
Highlights
4. General Description of Registrant Investment Objectives and Policies, General
Information, Risk Considerations
5. Management of Registrant Management of the Fund
5A. Management's Discussion of Fund Performance Financial Highlights; Performance
6. Capital Stock and Other Securities General Information
7. Purchases of Securities Being Offered Management of the Fund
How to Buy Shares
Dividend Reinvestment
Distribution Fees
8. Redemption or Repurchase How to Redeem Shares
9. Legal Proceedings N/A
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Part B--Statement of Additional Information
<TABLE>
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FORM N-1A ITEM NUMBER PROSPECTUS CAPTION
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10. Cover Page Cover Page
11. Table of Contents Table of Contents
12. General Information and History N/A
13. Investment Objectives and Policies Investment Objective and Policies
Investment Restrictions
14. Management of the Fund Management
15. Control Persons and Principal Holders of Management
Securities
16. Investment Advisory and Other Services Management of the Fund
Management
Distribution Plan
Other Information
17. Brokerage Allocation and Portfolio Transactions Management of the Fund
Other Practices
18. Capital Stock and Other Securities General Information
19. Purchase, Redemption and Pricing of How to Buy Shares
Securities Being Offered Net Asset Value
20. Tax Statutes Dividends, Distributions, and Taxes
21. Underwriters Management
Distribution Plan
22. Calculation of Performance Data Performance Information
23. Financial Statements Financial Statements
</TABLE>
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Part C
Information required to be included in Part C is set forth under the
appropriate Item, so numbered, in Part C to this Registration Statement.
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THE AMERICAN TIGER FUNDS
The American Tiger Funds (the "Fund") is an open-end management investment
company which offers its shares in a series of load, non-diversified portfolios
which invest in stocks which the Fund's investment advisor believes to be among
the best stocks available at any given time based on its quantitative analysis,
applying its proprietary modern portfolio theory analysis. The Fund is presently
offering its shares in one Portfolio: The American Tiger Top 20 ("Top 20"), a
non-diversified, open-end management company portfolio with the authority to
invest in a full range of equity securities. The investment objective is to
attain capital appreciation through investment in equity securities which the
investment advisor believes to represent the best investment opportunities at
any given time. Additional non-diversified or diversified portfolios may be
added to the Fund in the future. There can be no assurance that the Portfolios
of the Fund will achieve their investment objectives.
This Prospectus sets forth concisely the information about the Fund that a
prospective investor should know before investing and should be read and
retained for future reference.
A Statement of Additional Information about the Fund has also been filed
with the Securities and Exchange Commission. The Statement of Additional
Information is, and the Fund's Annual and Semi-Annual Reports will be, available
upon request and without charge by calling or writing The American Tiger Funds
c/o Chatfield Dean & Co., 7935 East Prentice Avenue, Suite 200, Greenwood
Village, Colorado, 80111; Telephone: 1-800-723-3326. Shareholders may also call
toll-free or write to Chatfield Dean with any questions they may have.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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
CHATFIELD DEAN & CO.
7935 EAST PRENTICE AVENUE, SUITE 200
GREENWOOD VILLAGE, COLORADO 80111
1-800-723-3326
THE DATE OF THIS PROSPECTUS IS SEPTEMBER 30, 1998.
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TABLE OF CONTENTS
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PAGE
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SHAREHOLDER TRANSACTION EXPENSES AND ANNUAL FUND OPERATING EXPENSES....... 1
SUMMARY................................................................... 4
INVESTMENT OBJECTIVES AND POLICIES........................................ 6
SPECIAL INVESTMENT METHODS AND RISKS...................................... 8
INVESTMENT RESTRICTIONS................................................... 9
RISK FACTORS.............................................................. 10
PERFORMANCE............................................................... 13
MANAGEMENT OF THE FUND.................................................... 14
EXPENSES OF THE FUND...................................................... 15
REPORTS AND INFORMATION................................................... 16
DESCRIPTION OF SHARES..................................................... 17
DIVIDENDS AND DISTRIBUTIONS............................................... 18
TAXES..................................................................... 19
PURCHASE AND PRICING OF SHARES............................................ 21
REDEMPTION OF SHARES...................................................... 24
CERTAIN SERVICES PROVIDED TO SHAREHOLDERS................................. 26
ADDITIONAL INFORMATION.................................................... 27
ASSENT TO TRUST INSTRUMENT................................................ 28
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SHAREHOLDER TRANSACTION EXPENSES
AND ANNUAL FUND OPERATING EXPENSES
<TABLE>
<CAPTION>
THE
AMERICAN
TIGER TOP
20
PORTFOLIO
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SHAREHOLDER TRANSACTION EXPENSES(1)
Maximum Sales Load Imposed on Purchases(5)
(as a percentage of offering price).............................................. 4.95%
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)................................................................. 1.00%
12b-1 Fees(2)...................................................................... 0.25%
Other Expenses..................................................................... 0.25%
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Total Fund Operating Expenses...................................................... 1.50%
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(1) The above table of fees and other expenses is provided to assist you in
understanding the various potential costs and expenses that an investor in
the Fund may bear directly or indirectly. The Investment Advisor may, but is
under no obligation to, reimburse the Fund's expenses now or in the future.
The American Tiger Top 20 Portfolio is a newly organized portfolio which has
been in existence since September 30, 1998 and has no operating history.
(2) The American Tiger Top 20 Portfolio charges an annual 0.25% 12b-1 fee
payable to the distributor or brokers who have signed a selling agreement
with the Fund. The applicable Portfolio of the Fund pays these brokers or
the distributor annually 0.25% of the value of the assets of the applicable
Portfolio of the Fund which were obtained by said broker or distributor. The
fee is paid to the broker or distributor for continuous personal services
and distribution services by such broker or distributor to investors in the
applicable Portfolio. Investors may also be charged a transaction fee if
they effect transactions in fund shares through a broker or agent. Long-term
shareholders in the Fund may pay more than the economic equivalent of the
maximum front-end sales charge permitted by the National Association of
Securities Dealers ("NASD").
(3) Shares of each of the portfolios may be exchanged for shares of each other
portfolio at net asset value without charge (up to five (5) exchanges per
account). There is a charge of $5 per exchange thereafter.
(4) Represents the advisory fee paid to Navellier Management, Inc. (See
"Expenses of the Fund-- Compensation of the Investment Advisor".)
(5) The American Tiger Top 20 Portfolio charges an initial sales load of 4.95%,
which sales load is reduced to 4.00% for purchases between $50,000 and
$99,999. The sales load is 3.50% for purchases between $100,000 and
$249,999. The sales load is 2.50% for purchases between $250,000 and
$499,999. The sales load is 2.00% for purchases between $500,000 and
$999,999. There is no sales load for Trustees of the Fund, the Distributor
or its employees, the Investment Advisor or its employees.
1
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EXAMPLES:
The following example indicates the direct and indirect expenses an investor
(who invests $1,000) could expect to incur in a single year and three-year
period for the applicable portfolio:
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<CAPTION>
THE
AMERICAN
TIGER
TOP 20
PORTFOLIO
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One-Year........................................................................... $ 64
Three-Year......................................................................... $ 95
Five-Year.......................................................................... *
Ten-Year........................................................................... *
</TABLE>
The foregoing examples assume (a) that an investor invested $1,000 in the
Portfolio; (b) a 4.95% sales load; (c) a 5% annual return; (d) percentage
amounts listed above for Annual Fund Operating Expenses remain constant (for all
periods shown above); (e) reinvestment of all dividends and distributions; and
(f) no exchanges between Portfolios.
THE EXAMPLES SHOWN ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST
OR FUTURE EXPENSES. ACTUAL EXPENSES OF EACH PORTFOLIO OF THE FUND MAY BE GREATER
OR LESS THAN THOSE SHOWN ABOVE.
* No estimates because the Portfolio had an operating history of less than 12
months.
2
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FINANCIAL HIGHLIGHTS
There is presently no financial history for The American Tiger Top 20
Portfolio since it is a newly organized portfolio with no operating history as
of September 30, 1998. The distribution of The American Tiger Top 20 Portfolio
shares commenced on October 2, 1998.
3
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SUMMARY
THIS PROSPECTUS SETS FORTH CONCISELY THE INFORMATION ABOUT THE FUND THAT A
PROSPECTIVE INVESTOR SHOULD KNOW BEFORE INVESTING AND SHOULD BE READ AND
RETAINED FOR FUTURE REFERENCE. THE CURRENT PORTFOLIO OF THE FUND IS DESIGNED FOR
LONG TERM INVESTORS AND NOT AS A TRADING VEHICLE AND IS NOT INTENDED TO PRESENT
A COMPLETE INVESTMENT PROGRAM FOR THE INVESTOR. AN INVESTMENT IN THE CURRENT
PORTFOLIO OF THE FUND INVOLVES CERTAIN SPECULATIVE CONSIDERATIONS; SEE "RISK
FACTORS". THE CURRENT PORTFOLIO EMPLOYS AN AGGRESSIVE INVESTMENT STRATEGY THAT
HAS THE POTENTIAL FOR YIELDING HIGH RETURNS. HOWEVER, SHARE PRICES OF THE
PORTFOLIO MAY ALSO EXPERIENCE SUBSTANTIAL FLUCTUATIONS INCLUDING DECLINES SO
THAT YOUR SHARES MAY BE WORTH LESS THAN WHEN YOU ORIGINALLY PURCHASED THEM.
(SEE INVESTMENT OBJECTIVES AND POLICIES PP. 6 FOR GREATER DETAIL.)
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 AMERICAN TIGER FUNDS, C/O CHATFIELD DEAN & CO.,
7935 EAST PRENTICE AVENUE, SUITE 200, GREENWOOD VILLAGE, COLORADO 80111;
TELEPHONE: 800-723-3326. THE STATEMENT OF ADDITIONAL INFORMATION BEARS THE SAME
DATE AS THIS PROSPECTUS AND IS INCORPORATED BY REFERENCE INTO THIS PROSPECTUS IN
ITS ENTIRETY.
INVESTMENT ADVISOR
Navellier Management, Inc. (the "Investment Advisor") administers the assets
of the existing Portfolio of the Fund and has ultimate responsibility for
determining which securities will be selected as investments for the existing
Portfolio of the Fund. Louis Navellier, the President and CEO of the Investment
Advisor, refined the Modern Portfolio Theory investment strategy which is
applied in managing the assets of the current Portfolio. Louis Navellier sets
the strategies and guidelines for the current Portfolio and oversees the current
Portfolio Manager's activities. Louis Navellier and Alan Alpers are the
Portfolio Managers involved in the day-to-day investment activities of the
current Portfolio. Alan Alpers has been an analyst and portfolio manager for
Navellier & Associates, Inc. since 1989 and is responsible along with Mr.
Navellier for day-to-day management of over $1.5 billion in individual accounts
for Navellier & Associates, Inc. The Investment Advisor receives an annual
advisory fee, equal to 1.00% of the average daily net asset value of assets
under management for The American Tiger Top 20 Portfolio. The advisory fee for
the current Portfolio is payable monthly, based upon a percentage of that
Portfolio's average daily net assets.
DISTRIBUTION OF SHARES
Chatfield Dean & Co. (the "Distributor") acts as the sole underwriter for
the shares of the current Portfolio of the Fund. The Distributor is a
corporation owned by Chatfield Dean Holdings, Inc. The Distributor may sell
shares of the current Portfolio of the Fund directly to investors or shares may
be purchased through a network of broker-dealers selected by the Distributor.
The Distributor will compensate these selected dealers for shareholder services
by paying them directly, or by allowing them to receive annually all or a
portion of the 0.25% annual 12b-1 fee paid on the current Portfolio
HOW TO INVEST
Shares of the current Portfolio of the Fund are continuously offered for
sale by the Distributor and through selected broker-dealers. The daily purchase
price for the current 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.
4
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RISK FACTORS
Investment in the Portfolio involves special risks and there can be no
guarantee of profitability. Some of those risks are briefly described here.
Because The American Tiger Top 20 Portfolio is allowed to invest up to 10% of
the Portfolio's assets in any single company and/or up to 25% in the companies
of any single industry, there is potentially a greater risk of loss or
fluctuation in value of this portfolio.
Some of the small cap securities which the current Portfolio may purchase
may be difficult to liquidate on short notice or, on occasion, only a portion of
the shares of a company in which the Investment Advisor intends to trade may be
available to be bought or sold by the current Portfolio. There can be no
assurance of profitability or of what the Portfolio's total annual operating
expenses will be. Investments, if any, in securities of foreign issuers may pose
greater risks. The Investment Advisor's investment style could result in above
average portfolio turnover which could result in higher brokerage expenses. As
with any equity fund, the investments may decline, resulting in a loss of value
to the shareholder. (For more detail, see "Risk Factors".)
5
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INVESTMENT OBJECTIVES AND POLICIES
INVESTMENT OBJECTIVE OF THE AMERICAN TIGER TOP 20 PORTFOLIO
THE INVESTMENT OBJECTIVE OF THE AMERICAN TIGER TOP 20 PORTFOLIO IS TO
ACHIEVE LONG TERM GROWTH OF CAPITAL PRIMARILY THROUGH INVESTMENTS IN STOCKS OF
COMPANIES WITH APPRECIATION POTENTIAL.
The American Tiger Top 20 Portfolio is a non-diversified Portfolio, which
means it may invest a larger than normal percentage of its total assets in the
equity (including convertible debt) securities of any one company or companies
which the Investment Advisor believes represents an opportunity for significant
capital appreciation. The Investment Advisor can invest up to 10% of the
Portfolio's assets in the securities of any single company or up to 25% of its
assets in securities issued by companies in any one industry. Since the
Investment Advisor can invest more of the Portfolio's assets in the stock of a
single company, this Portfolio should be considered to offer greater potential
for capital appreciation as well as greater risk of loss due to the potential
increased investment of assets in a single company. This Portfolio, because of
its non-diversification, also poses a greater potential for volatility. This
Portfolio should not be considered suitable for investors seeking current
income. This Portfolio may invest its assets in the securities of a broad range
of companies without restriction on their capitalization. Under normal
circumstances, The American Tiger Top 20 Portfolio will invest at least 65% of
its total assets in securities of companies. However, that projected minimum
percentage could be lowered during adverse market conditions or for defensive
purposes and is not a fundamental policy of the Portfolio. Securities of issuers
include, but are not limited to, common and preferred stock, and convertible
preferred stocks that are convertible into common stock. While this Portfolio
intends to operate as a non-diversified open end management investment company
for the purposes of the 1940 Act, it also intends to qualify as a regulated
investment company under the Internal Revenue Code ("Code"). As a
non-diversified investment company under the 1940 Act, the Fund may invest more
than 5% and up to 10% of its assets in the securities of any one issuer at the
time of purchase. However, for purposes of the Internal Revenue Code, as of the
last day of any fiscal quarter, this Portfolio may not have more than 25% of its
total assets invested in any one issuer, and, with respect to 50% of its total
assets, the Portfolio may not have more than 5% of its total assets invested in
any one issuer, nor may it own more than 10% of the outstanding voting
securities of any one issuer. These limitations do not apply to investments in
securities issued or guaranteed by the U.S. Government or its agencies or
instrumentalities or the securities of investment companies that qualify as
regulated investment companies under the Code.
Investors in The American Tiger Top 20 Portfolio pay an initial sales charge
(load) and pay an annual 0.25% fee ("12b-1 fee").
OTHER INVESTMENTS
The American Tiger Top 20 Portfolio may, for temporary defensive purposes or
to maintain cash or cash equivalents to meet anticipated redemptions, also
invest in debt securities and money market funds if, in the opinion of the
Investment Advisor, such investment will further the cash needs or temporary
defensive needs of the Portfolio. In addition, when the Investment Advisor feels
that market or other conditions warrant it, for temporary defensive purposes,
the current Portfolio may retain cash or invest all or any portion of its assets
in cash equivalents, including money market mutual funds. Under normal
conditions, The American Tiger Top 20 Portfolio's holdings in such non-equity
securities should not exceed 35% of the total assets of the Portfolio. If the
current Portfolio's assets, or a portion thereof, are retained in cash or money
market funds or money market mutual funds, such cash will, in all probability,
be deposited in interest-bearing or money market accounts or Rushmore's money
market mutual funds. Rushmore Trust & Savings, FSB is also the Fund's Transfer
Agent and Custodian. Cash deposits by the Fund in interest bearing instruments
issued by Rushmore Trust & Savings ("Transfer Agent") will only be deposited
with the Transfer Agent if its interest rates, terms, and security are equal to
or better than could
6
<PAGE>
be received by depositing such cash with another savings institution. Money
market investments have no FDIC protection and deposits in Rushmore Trust &
Savings accounts have only $100,000 protection.
It is anticipated that, for the current Portfolio, all of its investments in
corporate debt securities (other than commercial paper) and preferred stocks
will be represented by debt securities and preferred stocks which have, at the
time of purchase, a rating within the four highest grades as determined by
Moody's Investors Service, Inc. (Aaa, Aa, A, Baa) or by Standard & Poor's
Corporation (AAA, AA, A, BBB; securities which are rated BBB/Baa have
speculative characteristics). Although investment-quality securities are subject
to market fluctuations, the risk of loss of income and principal is generally
expected to be less than with lower quality securities. In the event the rating
of a debt security or preferred stock in which the Portfolio has invested drops
below investment grade, the Portfolio will promptly dispose of such investment.
When interest rates go up, the market value of debt securities generally goes
down and long-term debt securities tend to be more volatile than short term debt
securities.
In determining the types of companies which will be suitable for investment
by The American Tiger Top 20 Portfolio, the Investment Advisor will screen over
9,000 stocks and will take into account various factors and base its stock
selection on its own model portfolio theory concepts to select from the twenty
stocks which have the highest ranking based on the Investment Advisor's
analysis. The current Portfolio invests primarily in what the Investment Advisor
believes are undervalued common stocks believed to have long-term appreciation
potential. Stocks are selected on the basis of an evaluation of factors such as
earnings growth, expanding profit margins, market dominance and/or factors that
create the potential for market dominance, sales growth, and other factors that
indicate a company's potential for growth or increased value. There are no
limitations on The American Tiger Top 20 Portfolio as to the type, operating
history, or dividend paying record of companies or industries in which this
Portfolio may invest; the principal criteria for investment is that the
securities provide opportunities for capital growth and that they rank in the
Investment Advisor's Top 20 highest rated investment opportunities at the time
the Investment Advisor makes its analysis, which analysis shall be made at least
monthly. The Portfolio will invest up to 100% of its capital in equity
securities selected for their growth or value potential. The Investment Advisor
will typically (but not always) purchase common stocks of issuers which have
records of profitability and strong earnings momentum. When selecting such
stocks for investment by the current Portfolio, the issuers may be lesser known
companies moving from a lower to a higher market share position within their
industry groups rather than the largest and best known companies in such groups.
The Investment Advisor, when investing for The American Tiger Top 20 Portfolio,
may also purchase common stocks of well known, highly researched, large
companies if the Investment Advisor believes such common stocks offer
opportunity for long-term capital appreciation.
7
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SPECIAL INVESTMENT METHODS AND RISKS
REPURCHASE AGREEMENTS
The Fund may enter into repurchase agreements, by which the Fund purchases a
security and obtains a simultaneous commitment from the seller (a bank or, to
the extent permitted by the Investment Company Act of 1940, as amended (the
"1940 Act"), a recognized securities dealer) to repurchase the security at an
agreed-upon price and date (usually seven days or less from the date of original
purchase). The resale price is in excess of the purchase price and reflects an
agreed-upon market rate unrelated to the coupon rate on the purchased security.
Such transactions afford the Fund the opportunity to earn a return on
temporarily available cash. Although the underlying security may be a bill,
certificate of indebtedness, note or bond issued by an agency, authority or
instrumentality of the U.S. Government, the obligation of the seller is not
guaranteed by the U.S. Government and there is a risk that the seller may fail
to repurchase the underlying security. In such event, the Fund would attempt to
exercise rights with respect to the underlying security, including possible
disposition in the market. However, the Fund may be subject to various delays
and risks of loss, including (a) possible declines in the value of the
underlying security during the period while the Fund seeks to enforce its rights
thereto and (b) inability to enforce rights and the expenses involved in
attempted enforcement.
LOANS OF PORTFOLIO SECURITIES
The Fund may lend some or all of its portfolio securities to broker-dealers.
Securities loans are made to broker-dealers pursuant to agreements requiring
that loans be continuously secured by collateral in cash or U.S. Government
securities at least equal at all times to the market value of the securities
lent. The borrower pays to the Fund an amount equal to any dividends or interest
received on the securities lent. When the collateral is cash, the Fund may
invest the cash collateral in interest-bearing, short-term securities. When the
collateral is U.S. Government securities, the Fund usually receives a fee from
the borrower. Although voting rights or rights to consent with respect to the
loaned securities passed to the borrower, the Fund retains the right to call the
loans at any time on reasonable notice, and it will do so in order that that
securities may be voted by the Fund if the holders of such securities are asked
to vote upon or consent to matters materially affecting the investment. The Fund
may also call such loans in order to sell the securities involved. The risks in
lending portfolio securities, as with other extensions of credit, include
possible delay in recovery of the securities or possible loss of rights in the
collateral should the borrower fail financially. However, such loans will be
made only to broker-dealers that are believed by the Investment Advisor to be of
relatively high credit standing.
8
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INVESTMENT RESTRICTIONS
The American Tiger Top 20 Portfolio can invest up to 10% of its assets in
securities of a single issuer and can invest up to 25% of its assets in
securities of companies in a single industry. The American Tiger Top 20
Portfolio may not make investments in real estate or commodities or commodity
contracts, including futures contracts, but may purchase securities of issuers
which deal in real estate or commodities. The American Tiger Top 20 Portfolio is
prohibited from investing in or selling puts, calls, straddles (or any
combination thereof). The American Tiger Top 20 Portfolio is prohibited from
investing in derivatives. The American Tiger Top 20 Portfolio may borrow money
only from banks for temporary or emergency (not leveraging) purposes provided
that, after each borrowing, there is an asset coverage in the borrowing
Portfolio of at least 300%. The American Tiger Top 20 Portfolio will not
purchase securities if the amount of borrowing by such Portfolio exceeds 5% of
total assets of such Portfolio. In order to secure any such borrowing, the
borrowing Portfolio may pledge, mortgage, or hypothecate up to 10% of the market
value of the assets of the Portfolio. The investment by The American Tiger Top
20 Portfolio in securities, including American Depository Receipts, of issuers
or any governmental entity or political subdivision thereof, located,
incorporated or organized outside of the United States is limited to 25% of the
net asset value of the Portfolio, provided that no such foreign securities may
be purchased unless they are traded on United States securities markets.
The Fund may not purchase for The American Tiger Top 20 Portfolio
"restricted securities" (as defined in Rule 144(a)(3) of the Securities Act of
1933) if, as a result of such purchase, more than 10% of the net assets (taken
at market value) of such Portfolio would be invested in such securities nor will
the Fund invest in illiquid or unseasoned securities if as a result of such
purchase more than 5% of the net assets of such portfolio would be invested in
either illiquid or unseasoned securities. The Board of Trustees will determine
whether these securities are liquid and will monitor liquidity on an ongoing
basis.
In addition to the investment restrictions described above, the investment
program of each Portfolio is subject to further restrictions which are described
in the Statement of Additional Information. The restrictions for each Portfolio
are fundamental and may not be changed without shareholder approval.
9
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RISK FACTORS
LACK OF OPERATING HISTORY
The American Tiger Top 20 Portfolio is a newly organized investment company
portfolio which went effective September 30, 1998. The Investment Advisor was
organized on May 28, 1993. Although the Investment Advisor sub-contracts a
substantial portion of its responsibilities for administrative services of the
Fund's operations to various agents, including the Transfer Agent and the
Custodian, the Investment Advisor still has overall responsibility for the
administration of each of the Portfolios and oversees the administrative
services performed by others as well as servicing customer's needs and, along
with each Portfolio's Trustees, is responsible for the selection of such agents
and their oversight. The Investment Advisor also has overall responsibility for
the selection of securities for investment for The American Tiger Top 20
Portfolio. The owner of the Investment Advisor has been in the business of
rendering advisory services to significant pools of capital such as retirement
plans and large investors since 1987.
The owner of the Investment Advisor is also the owner of another investment
advisory firm, Navellier & Associates Inc., which presently manages over $1.5
billion in investor funds. The owner of the Investment Advisor is also the owner
of another investment advisory firm, Navellier Fund Management, Inc., and
controls other investment advisory entities which manage assets and/or act as
sub-advisors, all of which firms employ the same basic modern portfolio theories
and select many of the same over-the-counter stocks and other securities which
the Investment Advisor intends to employ and invest in while managing the
Portfolios of the Fund. Because many of the over-the-counter and other
securities in which the Investment Advisor intends to, or may invest, have a
smaller number of shares available to trade than larger capitalized companies,
lack of shares available at any given time may result in The American Tiger Top
20 Portfolio of the Fund not being able to purchase or sell all shares which
Investment Advisor desires to trade at a given time or period of time, thereby
creating a potential liquidity problem which could adversely affect the
performance of The American Tiger Top 20 Portfolio. Since the Investment Advisor
will be trading on behalf of the Portfolio of the Fund in some or all of the
same securities at the same time that Navellier & Associates Inc., Navellier
Fund Management, Inc., other Navellier controlled investment entities are
trading, the potential liquidity problem could be exacerbated. In the event the
number of shares available for purchase or sale in a security or securities is
limited and therefore the trade order cannot be fully executed at the time it is
placed, i.e., where the full trade orders of Navellier & Associates Inc.,
Navellier Fund Management, Inc., and other Navellier controlled investment
entities and the Fund cannot be completed at the time the order is made,
Navellier & Associates, Inc., and the other Navellier controlled investment
entities and the Investment Advisor will allocate their purchase or sale orders
in proportion to the dollar value of the order made by the other Navellier
entities, and the dollar value of the order made by the Fund. For example, if
Navellier & Associates Inc., and Navellier Fund Management, Inc., each place a
$25,000 purchase order and Investment Advisor on behalf of the Fund places a
$50,000 purchase order for the same stock and only $50,000 worth of stock is
available for purchase, the order would be allocated $12,500 each of the stock
to Navellier & Associates Inc., and Navellier Fund Management, Inc., and $25,000
of the stock to the Fund. As the assets of each Portfolio of the Fund increase
the potential for shortages of buyers or sellers increases, which could
adversely affect the performance of the various Portfolios. While the Investment
Advisor generally does not anticipate liquidity problems (i.e., the possibility
that the Portfolio cannot sell shares of a company and therefore the value of
those shares drops) unless the Fund has assets in excess of two billion dollars
(although liquidity problems could still occur when the Fund has assets of
substantially less than two billion dollars), each investor is being made aware
of this potential risk in liquidity and should not invest in the Fund if he,
she, or it is not willing to accept this potentially adverse risk, and by
investing, acknowledges that he, she or it is aware of the risks.
An investment in shares of The American Tiger Top 20 Portfolio of the Fund
involves certain speculative considerations. There can be no assurance that The
American Tiger Top 20 Portfolio's objectives will be achieved or that the value
of the investment will increase. An investment in shares of The
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American Tiger Top 20 Portfolio may also involve a higher degree of risk than an
investment in shares of a more traditional open-end diversified investment
company because The American Tiger Top 20 Portfolio may invest up to 10% of its
assets in the securities of any single issuer and up to 25% of its assets in the
securities of any single industry, thereby potentially creating greater
volatility or increasing the chance of losses. As a non-diversified investment
Portfolio, The American Tiger Top 20 Portfolio may be subject to greater
fluctuation in the total market value of such Portfolio, and economic, political
or regulatory developments may have a greater impact on the value of this
Portfolio than would be the case if this Portfolio were diversified among a
greater number of issuers. The American Tiger Top 20 Portfolio intends to comply
with the diversification and other requirements applicable to regulated
investment companies under the Internal Revenue Code.
All securities in which the Fund's Portfolio may invest are inherently
subject to market risk, and the market value of the Fund's investments will
fluctuate. From time to time the Fund may choose to close a portfolio or
portfolios to new investors.
INVESTING IN SECURITIES OF FOREIGN ISSUERS
Investments in foreign securities (those which are traded principally in
markets outside of the United States), particularly those of non-governmental
issuers, involve considerations which are not ordinarily associated with
investing in domestic issuers. These considerations include, among others,
changes in currency rates, currency exchange control regulations, the
possibility of expropriation, the unavailability of financial information, the
difficulty of interpreting financial information prepared under laws applicable
to foreign securities markets, the impact of political, social, or diplomatic
developments, difficulties in invoking legal process abroad, and the difficulty
of assessing economic trends in foreign countries. Furthermore, issuers of
foreign securities are subject to different, and often less comprehensive,
accounting, reporting and disclosure requirements than domestic issuers. The
laws of some foreign countries may limit a Fund's ability to invest in
securities of certain issuers located in those countries. The securities of some
foreign issuers and securities traded principally in foreign securities markets
are less liquid and at times more volatile than securities of comparable U.S.
issuers and securities traded principally in U.S. securities markets. Foreign
brokerage commissions and other fees are also generally higher than those
charged in the United States. There are also special tax considerations which
apply to securities of foreign issuers and securities traded principally in
foreign securities markets.
The risks of investing in foreign securities may be intensified in the case
of investments in emerging markets or countries with limited or developing
capital markets. Prices of securities of companies in emerging markets can be
significantly more volatile than prices of securities of companies in the more
developed nations of the world, reflecting the greater uncertainties of
investing in less developed markets and economies. In particular, countries with
emerging markets may have relatively unstable governments, present the risk of
nationalization of businesses, restrictions on foreign ownership, or
prohibitions of repatriation of assets, and may have less protection of property
rights than more developed countries. The economies of countries with emerging
markets may be predominantly based on only a few industries or dependent on
revenues from particular commodities or on international aid or development
assistance, may be highly vulnerable to changes in local or global trade
conditions, and may suffer from extreme and volatile debt burdens or inflation
rates. Local securities markets may trade a small number of securities and may
be unable to respond effectively to increases in trading volume, potentially
making prompt liquidation of substantial holdings difficult or impossible at
times. Consequently, securities of issuers located in countries with emerging
markets may have limited marketability and may be subject to more abrupt or
erratic price movements. Also, such local markets typically offer less
regulatory protections for investors.
While to some extent the risks to the Fund of investing in foreign
securities may be limited, since The American Tiger Top 20 Portfolio may not
invest more than 25% of its net asset value in such securities and
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such Portfolio of the Fund may only invest in foreign securities which are
traded in the United States securities markets, the risks nonetheless exist.
The Investment Advisor will use the same basic selection criteria for
investing in foreign securities as it uses in selecting domestic securities as
described in the Investment Objectives and Policies section of this Prospectus.
NET ASSET VALUE
The net asset value of The American Tiger Top 20 Portfolio is determined by
adding the values of all securities and other assets of that specific Portfolio,
subtracting liabilities, and dividing by the number of outstanding shares of
that Portfolio. (See "Purchase and Pricing of Shares--Valuation of Shares" and
the Statement of Additional Information.)
PORTFOLIO TURNOVER
The Portfolio turnover rate for The American Tiger Top 20 Portfolio is
unknown since this is a newly organized Portfolio which only began operations on
September 30, 1998. The Investment Advisor estimates that the portfolio turnover
rate for The American Tiger Top 20 Portfolio will not exceed 300% per annum.
However, this is not a restriction on the Investment Advisor and if in the
Investment Advisor's judgment a higher annual portfolio turnover rate is
required in order to attempt to achieve a higher overall Portfolio performance,
then the Investment Advisor is permitted to do so. However, high portfolio
turnover (100% or more) will result in increased brokerage commissions, dealer
mark-ups, and other transaction costs on the sale of securities and on
reinvestment in other securities and could therefore adversely affect Portfolio
performance. To the extent that increased portfolio turnover results in sales at
a profit of securities held less than three months, the Fund's ability to
qualify as a "regulated investment company" under the Internal Revenue Code may
be affected. (See the Statement of Additional Information, "Taxes".)
SPECIAL RISK CONSIDERATIONS RELATING TO SECURITIES OF THE PORTFOLIO
For a description of certain other factors, including certain risk factors,
which investors should consider relating to the securities in which the
Portfolio will invest, see "Risk Factors".
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PERFORMANCE
From time to time the Fund may include the performance history of any
Portfolio (and if appropriate, the performance history of the Investment Advisor
and/or the Portfolio Manager in managing comparable asset accounts) in
advertisements, sales literature, or reports to prospective shareholders.
The "total return" of each Portfolio refers to the average annual compounded
rate of return of the Portfolio over some representative period that would
equate an initial payment of $1,000 at the beginning of a stated period to the
ending redeemable value of the investment, after giving effect to the
reinvestment of all dividends and distributions and deductions of expenses
during the period.
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MANAGEMENT OF THE FUND
THE BOARD OF TRUSTEES
The Fund's Board of Trustees directs the business and affairs of the current
Portfolio of the Fund and supervises the Investment Advisor, Distributor,
Transfer Agent and Custodian, as described below.
THE INVESTMENT ADVISOR
Navellier Management, Inc. acts as the Investment Advisor to the only
current Portfolio of the Fund. The Investment Advisor is registered as an
investment adviser under the Investment Advisors Act of 1940. The Investment
Advisor is responsible for selecting the securities which will constitute the
pool of securities which will be selected for investment for The American Tiger
Top 20 Portfolio. Pursuant to a separate Administrative Services Agreement, the
Investment Advisor provides The American Tiger Top 20 Portfolio with certain
administrative services, including accounting and bookkeeping services and
supervising the Custodian's and Transfer Agent's activities and The American
Tiger Top 20 Portfolio's compliance with its reporting obligations. The
Investment Advisor may sub-contract for the performance of such services by the
Custodian, Transfer Agent, or others and payment for such sub-contracted
services should be paid by the Investment Advisor out of its fees under the
Administrative Services Agreement. The Investment Advisor also provides each
Portfolio of the Fund with a continuous investment program based on its
investment research and management with respect to all securities and
investments. The Investment Advisor will determine from time to time what
securities and other investments will be selected to be purchased, retained, or
sold by The American Tiger Top 20 Portfolio of the Fund.
The Investment Advisor is owned and controlled by its sole shareholder,
Louis G. Navellier (a 100% stockholder). 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 Advisor see "Expenses of the Fund".
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
On September 3, 1998, 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
(The American Tiger Top 20 Portfolio) was subscribed to for purchase by Louis
Navellier under an agreement dated September 3, 1998. Such subscription was made
for an aggregate of $100,000 allocated 100% for the Portfolio (to purchase
10,000 shares).
THE DISTRIBUTOR
Chatfield Dean & Co. 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 shares of each existing Portfolio of the
Fund. The Distributor may sell certain of the Fund's Portfolio shares by direct
placements. Through a network established by the Distributor, each of 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.)
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.
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EXPENSES OF THE FUND
GENERAL
The American Tiger Top 20 Portfolio is responsible for the payment of its
own expenses. These expenses are deducted from the Portfolio's investment income
before dividends are paid. These expenses include, but are not limited to: fees
paid to the Investment Advisor, the Custodian and the Transfer Agent; 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 Advisor under its
investment advisory or expense reimbursement agreements 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 Investment Advisor may, but is not obligated to,
from time to time advance funds, or directly pay, for expenses of the Fund and
may seek reimbursement of or waive reimbursement of those advanced expenses.
COMPENSATION OF THE INVESTMENT ADVISOR
The Investment Advisor receives an annual 1.00% fee for investment
management of The American Tiger Top 20 Portfolio The fee is payable monthly,
based upon the Portfolio's average daily net assets. The Investment Advisor is
entitled to reimbursement for operating expenses it advances for the Fund.
DISTRIBUTION PLAN
THE DISTRIBUTION PLAN FOR THE AMERICAN TIGER TOP 20 PORTFOLIO
The American Tiger Top 20 Portfolio has adopted a Plan pursuant to Rule
12b-1 under the 1940 Act (the "Plan"), whereby such Portfolio compensates
Distributor or others in the amount of 0.25% per annum of the average daily net
assets of such Portfolio for expenses incurred and services rendered for the
promotion and distribution of the shares 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 and related expenses,
advertisements and other distribution-related expenses, including a prorated
portion of Distributor's overhead expenses attributable to the distribution of
such particular portfolio's shares. Such payments are made monthly. The 12b-1
fee includes, in addition to promotional activities, amounts such Portfolio pays
to Distributor or others as a service fee to compensate such parties for
personal services provided to shareholders of such Portfolio and/or the
maintenance of shareholder accounts. The total amount of 12b-1 fees paid for
such personal services and promotional services for such portfolio shall be
0.25% per year of the average daily net assets of such Portfolio. The
Distributor can keep all of said 12b-1 fees it receives to the extent it is not
required to pay others for such services. Such Rule 12b-1 fees are made pursuant
to the distribution plan and distribution agreements entered into between such
service providers and Distributor or such Portfolio directly. The 12b-1 Plan for
such Portfolio also covers payments by the Distributor and Investment Advisor to
the extent such payments are deemed to be for the financing of any activity
primarily intended to result in the sale of shares issued by such Portfolio
within the context of Rule 12b-1. The payments under the 12b-1 Plan for such
Portfolio are included in the maximum operating expenses which may be borne by
such Portfolio. Payments under the 12b-1 Plan for such Portfolio may exceed
actual expenses incurred by the Distributor, Investment Advisor or others.
BROKERAGE COMMISSIONS
The Investment Advisor may select selected broker-dealers to execute
portfolio transactions for the current Portfolio of the Fund, provided that the
commissions, fees, or other remuneration received by such party in exchange for
executing such transactions are reasonable and fair compared to those paid to
other brokers in connection with comparable transactions. In addition, when
selecting broker-dealers for Fund portfolio transactions, the Investment Advisor
may consider the record of such broker-dealers with respect to the sale of
shares of the Fund. (See the Statement of Additional Information.)
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REPORTS AND INFORMATION
The Fund will distribute to the shareholders of the current Portfolio
semi-annual reports containing unaudited financial statements and information
pertaining to matters of such Portfolio of the Fund. An annual report containing
financial statements for such Portfolio, together with the report of the
independent auditors for such Portfolio of the Fund is distributed to
shareholders each year. Shareholder inquiries should be addressed to The
American Tiger Funds at Chatfield Dean & Co., 7935 East Prentice Avenue, Suite
200, Greenwood Village, Colorado 80111; 800-723-3326 or to the Transfer Agent,
Rushmore Trust & Savings, FSB, 4922 Fairmont Avenue, Bethesda, Maryland, 20814,
Telephone: (301) 657-1510 or (800) 622-1386.
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DESCRIPTION OF SHARES
The Fund is a Delaware business trust organized on September 4, 1998. The
Declaration of Trust permits the Trustees to issue an unlimited number of shares
of beneficial interest. The Board of Trustees has the power to designate one or
more classes ("Portfolios") of shares of beneficial interest and to classify or
reclassify any unissued shares with respect to such classes. Presently the Fund
is offering shares of one Portfolio--The American Tiger Top 20 Portfolio, which
is described above.
The shares of The American Tiger Top 20 Portfolio, when issued, are fully
paid and non-assessable, are redeemable at the option of the holder, are fully
transferable, and have no conversion or preemptive rights. Shares are also
redeemable at the option of such Portfolio of the Fund when a shareholder's
investment, as a result of redemptions in the Fund, falls below the minimum
investment required by the Fund (see "Redemption of Shares"). Each share of the
Portfolio is equal as to earnings, expenses, and assets of the Portfolio and, in
the event of liquidation of the Portfolio, is entitled to an equal portion of
all of the Portfolio's net assets. Shareholders of such Portfolio of the Fund
are entitled to one vote for each full share held and fractional votes for
fractional shares held, and will vote in the aggregate and not by Portfolio
except as other-wise required by law or when the Board of Trustees determines
that a matter to be voted upon affects only the interest of the shareholders of
a particular Portfolio. Voting rights are not cumulative, so that the holders of
more than 50% of the shares voting in any election of Trustees can, if they so
choose, elect all of the Trustees. While the Fund is not required, and does not
intend, to hold annual meetings of shareholders, such meetings may be called by
the Trustees at their discretion, or upon demand by the holders of 10% or more
of the outstanding shares of such Portfolio for the purpose of electing or
removing Trustees.
All shares (including reinvested dividends and capital gain distributions)
are issued or redeemed in full or fractional shares rounded to the second
decimal place. No share certificates will be issued. Instead, an account will be
established for each shareholder and all shares purchased will be held in
book-entry form by the Fund.
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DIVIDENDS AND DISTRIBUTIONS
All dividends and distributions with respect to the shares of The American
Tiger Top 20 Portfolio will be payable in shares at net asset value or, at the
option of the shareholder, in cash. Any shareholder who purchases shares of the
Portfolio prior to the close of business on the record date for a dividend or
distribution will be entitled to receive such dividend or distribution.
Dividends and distributions (whether received in shares or in cash) are treated
either as return of capital, ordinary income or long-term capital gain for
federal income tax purposes. Between the record date and the cash payment date,
such Portfolio retains the use and benefits of such monies as would be paid as
cash dividends.
The American Tiger Top 20 Portfolio will distribute all of its net
investment income and net realized capital gains, if any, annually in December.
If a cash payment is requested with respect to the Portfolio, a check will
be mailed to the shareholder. Unless otherwise instructed, the Transfer Agent
will mail checks or confirmations to the shareholder's address of record.
The federal income tax laws impose a four percent (4%) nondeductible excise
tax on each regulated investment company with respect to the amount, if any, by
which such company does not meet distribution requirements specified in the
federal income tax laws. The American Tiger Top 20 Portfolio intends to comply
with the distribution requirements and thus does not expect to incur the four
percent (4%) nondeductible excise tax, although the imposition of such excise
tax may possibly occur.
Shareholders will have their dividends and/or capital gain distributions
reinvested in additional shares of The American Tiger Top 20 Portfolio unless
they elect in writing to receive such distributions in cash. Shareholders whose
shares are held in the name of a broker or nominee should contact such broker or
nominee to determine whether they want dividends reinvested or distributed.
The automatic reinvestment of dividends and distributions will not relieve
participants of any income taxes that may be payable (or required to be
withheld) on dividends and distributions. (See "Taxes" following.)
In the case of foreign participants whose dividends are subject to U.S.
income tax withholding and in the case of any participants subject to 31%
federal backup withholding, the Transfer Agent will reinvest dividends after
deduction of the amount required to be withheld.
Experience may indicate that changes in the automatic reinvestment of
dividends are desirable. Accordingly, the Fund reserves the right to amend or
terminate this provision as applied to any dividend or distribution paid
subsequent to written notice of the change sent to shareholders at least 90 days
before the record date for such dividend or distribution.
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TAXES
FEDERAL TAXES
Each Portfolio of the Fund is a separate taxpayer and intends to meet the
requirements of Subchapter M of the Internal Revenue Code of 1986 (relating to
regulated investment companies) with respect to diversification of assets,
sources of income, and distributions of taxable income and will elect to be
taxed as a regulated investment company for federal income tax purposes.
Because each Portfolio of the Fund intends to distribute all of its net
investment income and net realized capital gains at least annually, it is not
expected that any Portfolio of the Fund will be required to pay federal income
tax for any year throughout which it was a regulated investment company nor, for
this reason, is it expected that any Portfolio will be required to pay the 4%
federal excise tax imposed on regulated investment companies that fail to
satisfy certain minimum distribution requirements. However, the possibility of
federal or state income tax and/or imposition of the federal excise tax does
exist.
If a Portfolio pays a dividend in January of any year which was declared in
the last three months of the previous year and was payable to shareholders of
record on a specified date in such a month, the dividend will be treated as
having been paid and received in the previous year.
Dividends (other than capital gains dividends) will be taxable to
shareholders as ordinary income, whether received in shares or cash and will, in
the case of corporate shareholders, generally qualify for the dividends-received
deduction to the extent paid out of qualifying dividends received by the
Portfolio.
Capital gains dividends will ordinarily be taxable to shareholders as
long-term capital gain, regardless of how long they have held their shares. A
dividend is a capital gains dividend if it is so designated by the Portfolio and
is paid out of the Portfolio 's net capital gain (that is, the excess of the
Portfolio's net long-term capital gain over its net short-term capital loss).
Any dividends paid shortly after a purchase by an investor may have the
effect of reducing the per share net asset value of the investor's shares by the
per share amount of dividends. Furthermore, such dividends, although in effect a
return of capital, are subject to federal income taxes. Therefore, prior to
purchasing shares of the Fund, the investor should carefully consider the impact
of dividends, including capital gains distributions, which are expected to be or
have been announced.
If the Fund redeems some or all of the shares held by any shareholder, the
transaction will generally be treated as a sale or exchange unless the
redemption fails to substantially reduce the shareholder's percentage ownership
interest in the Fund (determined for this purpose using certain specific rules
of constructive ownership). If a redemption of shares is not treated as a sale
or exchange, the amount paid for the shares will be treated as a dividend.
If a redemption is treated as a sale or exchange, the shareholder will
generally recognize gain or loss measured by the difference between the
redemption price and the basis of the shares. This gain or loss will generally
be treated as capital gain (long-term or short-term, depending upon the holding
period for the redeemed shares).
Shareholders will be subject to information reporting with respect to
dividends and redemptions, and may be subject to backup withholding with respect
to dividends at the rate of 31% unless (a) they are corporations or come within
other exempt categories or (b) they provide correct taxpayer identification
numbers, certify as to no loss of exemption from backup withholding, and
otherwise comply with applicable requirements of the law relating to backup
withholding. Any amounts paid as backup withholding will be creditable against
the federal income tax liabilities of the affected shareholders.
The Fund may pay taxes to foreign countries with respect to dividends or
interest it receives from foreign issuers or from domestic issuers that derive a
substantial amount of their revenues in foreign
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countries, or such taxes may be withheld at the source by such issuers. The Fund
will generally be entitled to deduct such taxes in computing its taxable income.
STATE AND LOCAL TAXES
Each Portfolio of the Fund may be subject to state or local taxation in
jurisdictions in which it may be deemed to be doing business. Taxable income of
each Portfolio of the Fund and its shareholders for state and local purposes may
be different from taxable income calculated for federal income tax purposes.
The foregoing is a general summary of possible federal, state and foreign
tax consequences of investing in The American Tiger Funds to shareholders who
are U.S. citizens or U.S. corporations. Each prospective investor is advised to
consult his or her tax adviser for advice as to the federal, state, local and
foreign taxation which may be applicable to such investor in connection with an
investment in the Fund.
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PURCHASE AND PRICING OF SHARES
PURCHASE OF SHARES
The Fund's portfolio shares are sold to the general public on a continuous
basis through the Distributor, the Transfer Agent and the Distributor's network
of broker-dealers.
PURCHASE BY MAIL
Investments in the Fund can be made directly to the Distributor or through
the transfer agent-- Rushmore Trust & Savings, FSB--or through selected
securities dealers who have the responsibility to transmit orders promptly and
who may charge a processing fee.
TO INVEST BY MAIL: Fill out an application designating which Portfolio you
are investing in and make a check payable to "The American Tiger Funds." Mail
the check along with the application to:
The American Tiger Funds
c/o Rushmore Trust & Savings, FSB
4922 Fairmont Avenue
Bethesda, MD 20814
Purchases by check will be credited to an account as of the date the
Portfolio's net asset value is next determined after receipt of payment and a
properly completed account application. Foreign checks will not be accepted. Be
certain to specify which Portfolio or Portfolios you are investing in.
Purchase orders which do not specify the Portfolio in which an investment is
to be made will be returned. (See "Purchase and Pricing of Shares--General
Purchasing Information".) Net asset value per share is calculated once daily as
of 4 p.m. E.S.T. on each business day. (See "Purchase and Pricing of
Shares--Valuation of Shares".)
THE AMERICAN TIGER FUNDS' PORTFOLIOS
The shares of The American Tiger Top 20 Portfolio are sold at their net
asset value per share next determined after an order in proper form (i.e., a
completely filled out application form) is received by the Transfer Agent.
If an order for shares of the Portfolio is received by the Transfer Agent by
4:00 p.m. on any business day, such shares will be purchased at the net asset
value determined as of 4:00 p.m. New York Time on that day. Otherwise, such
shares will be purchased at the net asset value determined as of 4:00 p.m New
York Time on the next business 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 4:00 p.m. New York Time).
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. New York Time on the day of
determination. See "Valuation of Shares". If an investor's order is not
transmitted and accepted by 4:00 p.m. New York Time, the investor must settle
his or her entitlement to that day's net asset value with the Selected Dealer.
Investors may also purchase shares of the Fund by telephone through a Selected
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Dealer by having the Selected Dealer telephone the Transfer Agent with the
purchase order. Investors may be charged a transaction fee if they effect
transactions in Fund shares through a broker or agent.
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 a 4.95% sales load
charged to the investor on purchases of the Fund's Portfolio, whether purchased
through a Selected Dealer or directly through the Transfer Agent; there is
however an ongoing Rule 12b-1 fee applicable to The American Tiger Top 20
Portfolio.
Shareholders who wish to transfer Fund shares from one broker-dealer to
another should contact the Fund's Transfer Agent at (800) 622-1386.
TO INVEST BY BANK WIRE: Request a wire transfer to:
Rushmore Trust & Savings FSB
4922 Fairmont Avenue
Bethesda, MD 20814
Routing Number: 055071084
For Account of: The American Tiger Funds
Account Number: 029385770
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. NEW
YORK TIME 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 IS CANCELLED BECAUSE YOUR WIRE TRANSFER IS NOT RECEIVED, YOU MAY BE
LIABLE FOR ANY LOSS THE FUND MAY INCUR.
Such wire should identify the name of the Portfolio, the account number, the
order number (if available), and your name.
TO INVEST BY AUTOMATIC MONTHLY INVESTMENT PLAN:
Shareholders may make automatic monthly purchases of a Portfolio's shares by
executing an automatic monthly withdrawal application authorizing his/her/its
bank to transfer money from his/her/its checking account to the Transfer Agent
for the automatic monthly purchase of shares of the Portfolio for the
shareholder. There is no charge by the Portfolio for this automatic monthly
investment plan and the shareholder can discontinue the service at any time.
GENERAL PURCHASING INFORMATION
The existing portfolio of the Fund, the American Tiger Top 20 Portfolio, has
established a minimum initial investment of $2,000 ($500 in the case of IRA and
other retirement plans or qualifying group plans) and $100 for subsequent
investments in such Portfolio. Orders for shares may be made by mail by
completing the Account Application included with this Prospectus and mailing the
completed application and the payment for shares to the Transfer Agent.
Documentation in addition to the information required by the Account Application
may be required when deemed appropriate by the Fund and/or the Transfer Agent
and the Account Application will not be deemed complete until such additional
information has been received. The Fund reserves the right to not accept an
applicant's proposed investment in any of the Fund's shares.
22
<PAGE>
VALUATION OF SHARES
The net asset value of the shares of The American Tiger Top 20 Portfolio of
the Fund is determined once daily as of 4 p.m. New York Time, on days when the
New York Stock Exchange is open for trading. In the event that the New York
Stock Exchange or the national securities exchanges on which Portfolio stocks
are traded adopt different trading hours on either a permanent or temporary
basis, the Trustees of the Fund will reconsider the time at which net asset
value is to be computed. The net asset value is determined by adding the values
of all securities and other assets of the Portfolio, subtracting liabilities,
and dividing by the number of outstanding shares of the Portfolio. The price at
which a purchase is effected is based on the next calculation of net asset value
after the order is received.
In determining the value of the assets of each Portfolio, the securities for
which market quotations are readily available are valued at market value. Debt
securities (other than short-term obligations) are normally valued on the basis
of valuations provided by a pricing service when such prices are believed to
reflect the fair value of such securities. All other securities and assets are
valued at their fair value as determined in good faith by the Trustees, although
the actual calculations may be made by persons acting pursuant to the direction
of the Trustees.
23
<PAGE>
REDEMPTION OF SHARES
GENERAL
A shareholder may redeem shares of each Portfolio at the net asset value
next determined after receipt of a notice of redemption in accordance with the
procedures set forth below and compliance with the further redemption
information and/or additional documentation requirements described in this
Section. As used in this Prospectus, the term "business day " refers to those
days on which stock exchanges trading stocks held by the Fund are open for
business. The Fund may change the following procedures at its discretion.
The shareholder will not be credited with dividends on those shares being
redeemed for the day on which the shares are redeemed by the Portfolio (but will
be credited with dividends on the day such shares were purchased). A check for
the proceeds of redemption will normally be mailed within seven days of receipt
of any redemption request received by the Transfer Agent. If shares to be
redeemed were purchased by check, the Fund may delay transmittal of redemption
proceeds only until such times as it is reasonably assured that good payment has
been collected for the purchase of such shares, which may be up to 15 days from
purchase date. Such delays can be avoided by wiring Federal Funds in effecting
share purchases.
If a shareholder wishes to redeem his or her entire shareholdings in a
Portfolio, he or she will receive, in addition to the net asset value of shares,
all declared but unpaid dividends thereon. The net asset value of the shares may
be more or less than a shareholder's cost depending on the market value of the
Portfolio securities at the time of the redemption.
REDEMPTION BY MAIL
A shareholder may redeem shares by mail on each day that the New York Stock
Exchange is open by submitting a written redemption request to:
The American Tiger Funds
c/o Rushmore Trust & Savings, FSB
4922 Fairmont Avenue
Bethesda, MD 20814
The request for redemption should include the name of the Portfolio, the
account name and number, and should be signed by all registered owners of the
shares in the exact names in which they are registered. Each request should
specify the number or dollar amount of shares to be redeemed or that all shares
in the account are to be redeemed.
REDEMPTIONS BY TELEPHONE
If you have indicated on your Account Application that you wish to establish
telephone redemption privileges, you may redeem shares by calling the Transfer
Agent at 1-800-622-1386 by 4:00 p.m. New York Time on any day the New York Stock
Exchange is open for business.
If any account has more than one owner, the Transfer Agent may rely on the
instructions of any one owner. The American Tiger Top 20 Portfolio of the Fund
employs reasonable procedures in an effort to confirm the authenticity of
telephone instructions, which may include giving some form of personal
identification prior to acting on the telephone instructions. If these
procedures are not followed, the Fund and the Transfer Agent may be responsible
for any losses because of unauthorized or fraudulent instructions. By requesting
telephone redemption privileges, you authorize the Transfer Agent to act upon
any telephone instructions it believes to be genuine, (1) to redeem shares from
your account and (2) to mail or wire transfer the redemption proceeds. You
cannot redeem shares by telephone until 30 days after you have notified the
Transfer Agent of any change of address.
24
<PAGE>
Telephone redemption is not available for shares held in IRAs. The Portfolio
may change, modify, or terminate its telephone redemption services at any time
upon 30 days' notice.
FURTHER REDEMPTION INFORMATION
Additional documentation (i.e., signature guarantee for redemptions in
excess of $1,000 or verification identification when redemption is by telephone)
regarding a redemption by any means may be required when deemed appropriate by
the Fund and/or the Transfer Agent, and the request for such redemption will not
be considered to have been received in proper form until such additional
documentation has been received. An investor should contact the Fund or the
Transfer Agent to inquire what, if any, additional documentation may be
required.
The Fund reserves the right to modify any of the methods of redemption upon
30 days' written notice to shareholders.
Due to the high cost of maintaining accounts of less than $2,000 ($500 for
IRA or other qualifying plan accounts), the Fund reserves the right to redeem
shares involuntarily in any such account at their then current net asset value.
Shareholders will first be notified and allowed 30 days to make additional share
purchases to bring their accounts to more than $2,000 ($500 for IRA or other
qualifying plan accounts). An account will not be redeemed involuntarily if the
balance falls below $2,000 ($500 for IRA or other qualifying plan accounts) by
virtue of fluctuations in net asset value rather than through investor
redemptions.
Under certain circumstances (i.e., when the applicable exchange is closed or
trading has been restricted, etc.), the right of redemption may be suspended or
the redemption may be satisfied by distribution of portfolio securities rather
than cash if a proper election pursuant to Rule 18F-1 of the Investment Company
Act has been made by the Fund. Information as to those matters is set forth in
the Statement of Additional Information.
Investors may redeem their shares and instruct the Fund or Transfer Agent,
in writing or by telephone, to either deposit the redemption proceeds in the
money market mutual fund--Fund for Government Investors, Inc.--a regulated
investment company custodied by Rushmore Trust & Savings, FSB, pending further
instructions as to the investor's desire to subsequently reinvest in the Fund or
the investor may direct some other disposition of said redemption proceeds.
OPTION TO MAKE SYSTEMATIC WITHDRAWALS
The owner of $25,000 or more worth of the shares of The American Tiger Top
20 Portfolio may provide for the payment from his/her account of any requested
dollar amount (but not less than $1,000) to him/her or his/her designated payee
monthly, quarterly, or annually. Shares will be redeemed on the last business
day of each month. Unless otherwise instructed, the Transfer Agent will mail
checks to the shareholder at his/her address of record. A sufficient number of
shares will be redeemed to make the designated payment.
25
<PAGE>
CERTAIN SERVICES PROVIDED TO SHAREHOLDERS
STATEMENTS OF ACCOUNT
Statements of Account for The American Tiger Top 20 Portfolio will be sent
to each shareholder at least quarterly.
DIVIDEND ELECTION
A shareholder may elect to receive dividends in shares or in cash. If no
election is made, dividends will automatically be credited to a shareholder's
account in additional shares of the Portfolio to which such dividend relates.
EXCHANGE PRIVILEGES
Shares of The American Tiger Top 20 Portfolio may be exchanged in the future
for the shares of another Portfolio, if any, of the Fund, at net asset value.
Exchanges among portfolios of the Fund may be made only in those states where
such exchanges may legally be made. The total value of shares being exchanged
must at least equal the minimum investment requirement of the Portfolio into
which they are being exchanged. Exchanges are made based on the net asset value
next determined of the shares involved in the exchange. Only one exchange in any
30-day period is permitted. The Fund reserves the right to restrict the
frequency or otherwise modify, condition, terminate, or impose charges upon the
exchange, upon 60 days' prior written notice to shareholders. Exchanges between
Portfolios will be subject to a $5 exchange fee after five (5) exchanges per
year. There is a limit of ten (10) exchanges per year. Exchanges will be
effected by the redemption of shares of the Portfolio held and the purchase of
shares of the other Portfolio. For federal income tax purposes, any such
exchange constitutes a sale upon which a gain or loss, if any, may be realized,
depending upon whether the value of the shares being exchanged is more or less
than the shareholder's adjusted cost basis. For this purpose, however, a
shareholder's cost basis may not include the sales charge, if any, if the
exchange is effectuated within 90 days of the acquisition of the shares.
Shareholders wishing to make an exchange should contact the Transfer Agent.
Exchange requests in the form required by the Transfer Agent and received by the
Transfer Agent prior to 4:00 p.m. New York Time will be effected at the next
determined net asset value.
26
<PAGE>
ADDITIONAL INFORMATION
The Statement of Additional Information, available upon request, without
charge from the Fund, provides a further discussion of certain sections of the
Prospectus and other information which may be of interest to certain investors.
This Prospectus and the Statement of Additional Information do not contain all
the information included in the Registration Statement filed with the Securities
and Exchange Commission with respect to the securities being sold, certain
portions of which have been omitted pursuant to the rules and regulations of the
Securities and Exchange Commission. The Registration Statement, including the
exhibits filed therewith, may be examined at the office of the Securities and
Exchange Commission in Washington, D.C.
Statements contained in this Prospectus as to the contents of any contract
or other document referred to are not necessarily complete, and, in each
instance, reference is made to the Statement of Additional Information and the
copy of such contract or other document filed as an exhibit to the Registration
Statement of which this Prospectus forms a part, each such statement being
qualified in all respects by such reference.
27
<PAGE>
ASSENT TO TRUST INSTRUMENT
Every Shareholder, by virtue of having purchased a Share or Interest shall
become a Shareholder and shall be held to have expressly assented and agreed to
be bound by the terms hereof.
28
<PAGE>
INVESTMENT ADVISOR
Navellier Management, Inc.
One East Liberty, Third Floor
Reno, NV 89501
(800) 887-8671
DISTRIBUTOR
Chatfield Dean & Co.
7935 East Prentice Avenue, Suite 200
Greenwood Village, Colorado 80111
(800) 723-3326
INDEPENDENT AUDITORS
Tait, Weller & Baker
Certified Public Accountants
8 Penn Center, Suite 800
Philadelphia, PA 19103-2108
(215) 979-8800
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
Chatfield Dean & Co.
7935 East Prentice Avenue, Suite 200
Greenwood Village, Colorado 80111
(800) 723-3326
SHAREHOLDER INQUIRIES
Rushmore Trust & Savings, FSB
4922 Fairmont Avenue
Bethesda, MD 20814
(800) 622-1386
THE AMERICAN TIGER FUNDS
[LOGO]
SEPTEMBER 30, 1998
<PAGE>
THE AMERICAN TIGER FUNDS
MAIL APPLICATION & CHECKS TO:
The American Tiger Funds
c/o Rushmore Trust & Savings, FSB
4922 Fairmont Ave.
Bethesda, MD 20814
800-622-1386
NEW ACCOUNT APPLICATION FOR A RETIREMENT ACCOUNT APPLICATION CALL 800-723-3326
800-723-3326
REGISTRATION
/ /Individual
Use lines 1 & 3
/ /Joint Account with
Rights of Survivor
Lines 1, 2 & 3
/ /Joint Account with
Tenancy in Common
Lines 1, 2 & 3
/ /Gift to Minor
Lines 4 & 5
OR
/ /Corporations,
Partnerships,
Trusts & Others
Lines 6 & 7
1. Individual __________________________________________________________
First Name Initial Last Name
2. Joint Tenant __________________________________________________________
First Name Initial Last Name
Rights of survivor will be applied unless otherwise indicated
3. Social Security No. _______________________ Date of Birth __________________
S.S.# to be used for tax purposes
4. Uniform Gift to Minor ______________________________________________________
Custodian's Name / State
5. ____________________________________________________________________________
Minor's Name Minor's Social Security No. Date of Birth
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 pages of your trust agreement.
MAILING ADDRESS
COMPLETE IF DIFFERENT FROM
ABOVE ADDRESS LABEL
Street or P.O. Box ________________________________________________________
City _________________________ State __________ Zip _____________________
Telephone: Home _______________________ Work _______________________________
Your Residency: / / U.S. / / Resident Alien / / Non-Resident Alien
Specify Country __________________
INVESTMENT
MAKE CHECK PAYABLE TO:
THE AMERICAN TIGER FUNDS
PORTFOLIO AMOUNT
/ / American Tiger Top 20 Portfolio $________________________
/ / By check $ / / By wire $________________________
From Account No. ________________
Minimum initial investment is $2,000 ($500 for IRAs, call 800-622-1386 for an
IRA application). Make checks payable to The American Tiger Funds. Call
800-622-1386 for wiring instructions or see the prospectus.
DIVIDENDS
AND CAPITAL GAINS
DISTRIBUTIONS
/ / Reinvest dividends and capital gains.
/ / Reinvest dividends, pay capital gains.
/ / Pay dividends and capital gains in cash.
/ / Pay dividends, reinvest capital gains.
All dividends and capital gains distributions will be reinvested if no box is
checked. All distributions will be reinvested if a withdrawal plan is
elected.
INVESTOR FINANCIAL
& INVESTMENT INFO.
REQUIRED BY NASD
Annual Income: $ ______________________ Net Worth: $ ______________________
Investment Objective: / / Growth / / Value
<PAGE>
SHAREHOLDER
PRIVILEGES
Telephone/Expedited Redemption - PLEASE CHECK ALL THAT APPLY. These
privileges are subject to the 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 Investors, 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
WITHDRAWAL / / NO
PLAN
OPTIONAL
A Systematic Withdrawal Plan is available for accounts with an underlying
share value of $25,000 or more. If this plan is elected, all distributions
will be automatically reinvested. Minimum withdrawal is $1,000.
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
INFORMATION
IF SHARES ARE BEING PURCHASED
THROUGH A SERVICE AGENT, AGENT
SHOULD COMPLETE THIS SECTION.
Firm ________________________________________________________________________
Mailing Address ___________________________ City ____________________________
State ____________________ Zip __________________ Phone _____________________
Dealer Code _________________ Office Code ______________ Rep. Number ________
Agent Name ____________________________ Agent Signature: ____________________
SIGNATURES
& CERTIFICATION
Confirmation of Account
Establishment: Soon after all
essential items are received
by the custodian, a
confirmation statement(s)
showing account number(s),
amount received, shares
purchased, and price paid per
share will be sent to the
registered shareholder.
Subsequent Payments: A new
application need not be
submitted with additional
payments to an existing
account if a current
application is on file with
the custodian. Subsequent
purchases should be identified
by account number and account
registration name.
I/We authorize Rushmore Trust & Savings, FSB, as custodian and transfer
agent for The American Tiger 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 Trust & Savings,
FSB, nor The American Tiger Funds shall be held liable by me/us for any loss,
liability, cost, or expense for acting in accordance with this application,
or any section thereof. I/We understand that all of the shareholder options
described in this application are subject to the terms set forth in the
Prospectus.
I/WE CERTIFY THAT WE HAVE FULL RIGHT, POWER, AUTHORITY, AND LEGAL CAPACITY TO
PURCHASE AND REDEEM SHARES AND AFFIRM THAT I/WE HAVE RECEIVED AND READ THE
PROSPECTUS, AGREE TO ITS TERMS, AND HAVE NOT RELIED ON OR MADE MY/OUR
DECISION TO INVEST IN THE AMERICAN TIGER FUNDS ON ANY WRITTEN OR ORAL
INFORMATION OTHER THAN THE WRITTEN INFORMATION CONTAINED IN THE PROSPECTUS,
REGISTRATION 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 Identification Number and
(ii) that (1) I/we are not subject to backup withholding either because I/we
have not been notified by the Internal Revenue Service that I/we are subject
to backup withholding as a result of a failure to report all interest or
dividends, or (2) the IRS has notified me/us that I am/we are no longer
subject to backup withholding. IF YOU HAVE BEEN NOTIFIED BY THE IRS THAT YOU
ARE CURRENTLY SUBJECT TO BACKUP WITHHOLDING STRIKE OUT PHRASE (2) ABOVE.
X __________________________________ X ___________________________________
Signature as it Date Joint Signature (if Date
appears on Line No. 1 applicable)
<PAGE>
PART B
THE AMERICAN TIGER FUNDS
STATEMENT OF ADDITIONAL INFORMATION
DATED SEPTEMBER 30, 1998
This Statement of Additional Information, which is not a prospectus,
should be read in conjunction with the Prospectus of The American Tiger Funds
(the "Fund"), dated September 30, 1998, a copy of which Prospectus may be
obtained, without charge, by contacting the Fund, at its mailing address c/o
Chatfield Dean, & Co., 7935 East Prentice Avenue, Suite 200, Greenwood
Village, Colorado 80111; Telephone: 800-723-3326
TABLE OF CONTENTS
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 ADVISOR, DISTRIBUTOR,
CUSTODIAN AND TRANSFER AGENT . . . . . . . . . . . . . . . . . . . . . . 8
BROKERAGE ALLOCATION AND OTHER PRACTICES . . . . . . . . . . . . . . . . . 12
CAPITAL STOCK AND OTHER SECURITIES . . . . . . . . . . . . . . . . . . . . 14
PURCHASE, REDEMPTION, AND PRICING OF SHARES. . . . . . . . . . . . . . . . 15
TAXES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
UNDERWRITERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
CALCULATION OF PERFORMANCE DATA. . . . . . . . . . . . . . . . . . . . . . 21
FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
APPENDIX . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
<PAGE>
GENERAL INFORMATION AND HISTORY
The Fund is a business trust organized under the laws of the State of
Delaware on September 4, 1998.
INVESTMENT OBJECTIVES AND POLICIES
INVESTMENT POLICIES. The investment objectives and policies of each
Portfolio are described in the "Investment Objectives and Policies" section of
the Prospectus. The following general policies supplement the information
contained in that section of the Prospectus.
CERTIFICATES OF DEPOSIT. Certificates of deposit are generally short-term,
interest-bearing, negotiable certificates issued by banks or savings and loan
associations against funds deposited in the issuing institution.
TIME DEPOSITS. Time deposits are deposits in a bank or other financial
institution for a specified period of time at a fixed interest rate for which a
negotiable certificate is not received.
BANKER'S ACCEPTANCES. A banker's acceptance is a time draft drawn on a
commercial bank by a borrower usually in connection with an international
commercial transaction (to finance the import, export, transfer, or storage of
goods). The borrower, as well as the bank, is liable for payment, and the bank
unconditionally guarantees to pay the draft at its face amount on the maturity
date. Most acceptances have maturities of six months or less and are traded in
secondary markets prior to maturity.
COMMERCIAL PAPER. Commercial paper refers to short-term, unsecured
promissory notes issued by corporations to finance short-term credit needs.
Commercial paper is usually sold on a discount basis and has a maturity at the
time of issuance not exceeding nine months.
CORPORATE DEBT SECURITIES. Corporate debt securities with a remaining
maturity of less than one year tend to become liquid and can sometimes be traded
as money market securities.
UNITED STATES GOVERNMENT OBLIGATIONS. Securities issued or guaranteed as
to principal and interest by the United States government include a variety of
Treasury securities, which differ only in their interest rates, maturities, and
times of issuance. Treasury bills have a maturity of one year or less.
Treasury notes have maturities of one to seven years, and Treasury bonds
generally have a maturity of greater than five years.
1
<PAGE>
Agencies of the United States government which issue or guarantee
obligations include, among others, export-import banks of the United States,
Farmers' Home Administration, Federal Housing Administration, Government
National Mortgage Association, Maritime Administration, Small Business
Administration, the Defense Security Assistance Agency of the Department of
Defense, and the Tennessee Valley Authority. Obligations of instrumentalities
of the United States government include securities issued or guaranteed by,
among others, the Federal National Mortgage Associates, Federal Intermediate
Credit Banks, Banks for Cooperatives, and the United States Postal Service.
Some of the securities are supported by the full faith and credit of the United
States government; others are supported by the right of the issuer to borrow
from the Treasury, while still others are supported only by the credit of the
instrumentality.
INVESTMENT RESTRICTIONS. The Fund's fundamental policies as they affect a
Portfolio cannot be changed without the approval of a vote of a majority of the
outstanding securities of such Portfolio. A proposed change in fundamental
policy or investment objective will be deemed to have been effectively acted
upon with respect to any Portfolio if a majority of the outstanding voting
securities of that Portfolio votes for the matter. Such a majority is defined
as the lesser of (a) 67% or more of the voting shares of the Fund present at a
meeting of shareholders of the Portfolio, if the holders of more than 50% of the
outstanding shares of the Portfolio are present or represented by proxy or
(b) more than 50% of the outstanding shares of the Portfolio. For purposes of
the following restrictions (except the percentage restrictions on borrowing and
illiquid securities -- which percentage must be complied with) and those
contained in the Prospectus: (i) all percentage limitations apply immediately
after a purchase or initial investment; and (ii) any subsequent change in any
applicable percentage resulting from market fluctuations or other changes in the
amount of total assets does not require elimination of any security from the
Portfolio.
The following investment restrictions are fundamental policies of The
American Tiger Top 20 Portfolio of the Fund with respect to all Portfolios
(unless otherwise specified when a new portfolio is added to the Fund) and
may not be changed except as described above. The American Tiger Top 20
Portfolio of the Fund except as otherwise specified herein may not:
1. Purchase any securities or other property on margin; PROVIDED,
HOWEVER, that The American Tiger Top 20 Portfolio of the Fund may obtain
short-term credit as may be necessary for the clearance of purchases and
sales of securities.
2. Make cash loans, except that The American Tiger Top 20 Portfolio of
the Fund may purchase bonds, notes, debentures, or similar obligations which are
customarily purchased by institutional investors whether publicly distributed or
not.
3. Make securities loans, except that The American Tiger Top 20 Portfolio
of the Fund may make loans of the portfolio securities of such Portfolio,
provided that the market value of the securities subject to any such loans does
not exceed 33-1/3% of the value of the total assets (taken at market value) of
such Portfolio.
4. Make investments in real estate or commodities or commodity contracts,
including futures contracts, although The American Tiger Top 20 Portfolio of the
Fund may purchase securities of issuers which deal in real estate or commodities
although this is not a primary objective of the Portfolio.
2
<PAGE>
5. Invest in oil, gas, or other mineral exploration or development
programs, although The American Tiger Top 20 Portfolio of the Fund may purchase
securities of issuers which engage in whole or in part in such activities.
6. Purchase securities of companies for the purpose of exercising
management or control.
7. Participate in a joint or joint and several trading account in
securities.
8. Issue senior securities or borrow money, except that The American
Tiger Top 20 Portfolio of the Fund may (i) borrow money only from banks for such
Portfolio for temporary or emergency (not leveraging) purposes, including the
meeting of redemption requests, that might otherwise require the untimely
disposition of securities, provided that any such borrowing does not exceed 10%
of the value of the total assets (taken at market value) of such Portfolio, and
(ii) borrow money only from banks for such Portfolio for investment purposes,
provided that (a) after each such borrowing, when added to any borrowing
described in clause (i) of this paragraph, there is an asset coverage of at
least 300% as defined in the Investment Company Act of 1940, and (b) is subject
to an agreement by the lender that any recourse is limited to the assets of that
Portfolio with respect to which the borrowing has been made. As an operating
policy, such Portfolio may not invest in portfolio securities while the amount
of borrowing of such Portfolio exceeds 5% of the total assets of such Portfolio.
9. Pledge, mortgage, or hypothecate the assets of The American Tiger Top
20 Portfolio to an extent greater than 10% of the total assets of such Portfolio
to secure borrowings made pursuant to the provisions of Item 8 above.
10. Purchase for The American Tiger Top 20 Portfolio "restricted
securities" (as defined in Rule 144(a)(3) of the Securities Act of 1933), if, as
a result of such purchase, more than 10% of the net assets (taken at market
value) of such Portfolio would then be invested in such securities nor will the
Fund invest in illiquid or unseasoned securities if as a result of such purchase
more than 5% of the net assets of such portfolio would be invested in either
illiquid or unseasoned securities.
11. Invest more than 10% of The American Tiger Top 20 Portfolio's assets
in the securities of any single company or 25% or more of such portfolio's total
assets in a single industry.
If a percentage restriction is adhered to at the time of investment, a
later increase or decrease in percentage beyond the specified limit resulting
from a change in values of portfolio securities or amount of net assets shall
not be considered a violation of the restrictions, except as to the 5%, 10% and
300% percentage restrictions on borrowing specified in Restriction Number 8
above.
PORTFOLIO TURNOVER. The American Tiger Top 20 Portfolio has an expected
annual rate of portfolio turnover which is calculated by dividing the lesser of
purchases or sales of portfolio securities during the fiscal year by the monthly
average of the value of the Portfolio's securities (excluding from the
computation all securities, including options, with maturities at the time of
acquisition of one year or less). A high rate of portfolio turnover generally
involves correspondingly greater expenses to the Portfolio, including brokerage
commission expenses, dealer mark-ups, and other transaction costs on the sale of
securities,
3
<PAGE>
which must be borne directly by the Portfolio. Turnover rates may
vary greatly from year to year as well as within a particular year and may also
be affected by cash requirements for redemptions of such Portfolio's shares and
by requirements which enable the Fund to receive certain favorable tax
treatment. Because The American Tiger Top 20 Portfolio is a new Fund portfolio
which has not been in operation for a year, no actual turnover rate can be given
at this time. The Fund will attempt to limit the annual portfolio turnover rate
of The American Tiger Top 20 Portfolio to 300% or less, however, this rate may
be exceeded if in the Investment Advisor'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.
4
<PAGE>
TRUSTEES AND OFFICERS OF THE FUND
The following information, as of September 10, 1998, is provided with
respect to each trustee and officer of the Fund:
POSITION(s) HELD WITH
REGISTRANT AND ITS PRINCIPAL OCCUPATION(s)
NAME AND ADDRESS AFFILIATES DURING PAST FIVE YEARS
Louis Navellier(1) Trustee; Trustee, Mr. Navellier is and has been the
One East Liberty President of The CEO and President of Navellier
Third Floor Navellier Performance. & Associates Inc., an investment
Reno, NV 89501 Funds Mr. Navellier is management company since 1988; CEO
also the CEO, President, and President of Navellier
Secretary, and Management, Inc., an investment
Treasurer of Navellier management company since May 10,
Management, Inc., a 1993; CEO and President of
Delaware corporation Navellier International
which is the Investment Management, Inc., an investment
Advisor to the Fund. management company, since May 10,
Mr. Navellier is also 1993; CEO and President of
CEO, President, Navellier Securities Corp. since
Secretary, and May 10, 1993; CEO and President of
Treasurer of Navellier Navellier Fund Management, Inc.,
Securities Corp., the an investment management company,
principal underwriter since November 30, 1995; and has
of the Navellier been publisher and editor of MPT
Performance Funds' Review from August 1987 to the
shares. present and was publisher and
editor of the predecessor
investment advisory newsletter OTC
Insight, which he began in 1980
and wrote through July 1987.
Arjen Kuyper(1) Trustee; Treasurer; Operations Manager for The
One East Liberty, Director of Navellier Group
Third Floor Administration for the
Reno, Nevada Mutual Fund Division of
89501 The Navellier Group
Barry Sander Trustee Currently the President and
695 Mistletoe CEO of Ursa Major Inc., a
Rd., #2 stencil manufacturing firm
Ashland, OR and has been for the past
97520 eight years.
Joel Rossman Trustee Currently retired as of
20 Place Moulin March 15, 1998; Formerly,
Tiburon, CA President and CEO of
94920 Personal Stamp Exchange,
Inc., a manufacturer,
designer and distributor of
rubber stamp products. He
had been President and CEO
of Personal Stamp Exchange
for the past 10 years.
Jacques Trustee Professor of Business
Delacroix Administration, Leavy School
University of of Business, Santa Clara
Santa Clara University (1983-present).
Santa Clara,
CA
_______________________________________________________
(1) This person is an interested person affiliated with the Investment Advisor.
5
<PAGE>
OFFICERS
The officers of the Fund are affiliated with the Investment Advisor and
receive no salary or fee from the Fund. The Fund's disinterested Trustees are
each compensated by the Fund with an annual fee, payable quarterly (calculated
at an annualized rate), of $10,000. Each disinterested Trustee also receives
$500 per meeting. The Trustees' fees may be adjusted according to increased
responsibilities if the Fund's assets exceed two hundred million dollars. In
addition, each disinterested Trustee receives reimbursement for actual expenses
of attendance at Board of Trustees meetings.
The Fund does not expect, in its current fiscal year, to pay aggregate
remuneration in excess of $60,000 for services in all capacities to any
(a) Trustee, (b) officer, (c) affiliated person of the Fund (other than the
Investment Advisor), (d) affiliated person of an affiliate or principal
underwriter of the Fund, or (e) all Trustees and officers of the Fund as a
group.
The Board of Trustees is permitted by the Fund's By-Laws to appoint an
advisory committee which shall be composed of persons who do not serve the Fund
in any other capacity and which shall have no power to dictate corporate
operations or to determine the investments of the Fund. The Fund currently has
no advisory committee.
REMUNERATION TABLE
<TABLE>
<CAPTION>
Name Capacity In Which Remuneration Aggregate
Received Remuneration
From Registrant and
Fund Complex
expected for fiscal
1998
<S> <C> <C>
Louis G. Navellier Trustee, President, Chief $ 0.00
Executive Officer, and
Treasurer
Barry Sander Trustee $ 4,000.001
Arjen Kuyper Trustee $ 0.00
Joel Rossman Trustee $ 4,000.001
Jacques Delacroix Trustee $ 4,000.001
</TABLE>
(1) Includes one fourth of $10,000 annual salary, $500 per meeting and any
reimbursement for out-of-pocket expenses. There were no out of pocket
expenses for fiscal 1998 as of October 2, 1998.
6
<PAGE>
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
On September 3, 1998, 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 purchased by Louis Navellier under a subscription agreement dated
September 3, 1998. Such subscription for acquisition was made for an aggregate
of $100,000 allocated 100% for The American Tiger Top 20 Portfolio (to purchase
10,000 shares).
7
<PAGE>
THE INVESTMENT ADVISOR, DISTRIBUTOR,
CUSTODIAN AND TRANSFER AGENT
(a) THE INVESTMENT ADVISOR
The offices of the Investment Advisor (Navellier Management, Inc.) are
located at One East Liberty, Third Floor, Reno, Nevada 89501. The Investment
Advisor began operation in May 1993 and only advises this Fund and The
Navellier Performance Funds.
(i) The following individuals own the enumerated shares of
outstanding stock of the Investment Advisor and, as a result, maintain
control over the Investment Advisor:
<TABLE>
<CAPTION>
SHARES OF OUTSTANDING STOCK PERCENTAGE OF
NAME OF THE INVESTMENT ADVISOR OUTSTANDING SHARES
<S> <C> <C>
Louis G. Navellier 1,000 100%
</TABLE>
(ii) The following individuals are affiliated with the Fund, the
Investment Advisor, and the Distributor in the following capacities:
NAME
Louis G. Navellier Trustee and one of the Portfolio Managers of the
Fund; Director, CEO, President, Secretary and
Treasurer of Navellier Management, Inc.; Director,
President, CEO, Secretary and Treasurer of Navellier
Securities Corp.; Trustee and one of the Portfolio
Managers of The Navellier Performance Funds.
Alan Alpers One of the Portfolio Managers of The Navellier
Performance Funds; One of the Portfolio Managers
of The American Tiger Top 20 Portfolio.
Arjen Kuyper Trustee and Treasurer of the Fund; Trustee and
Treasurer of The Navellier Performance Funds;
Operations Manager for Navellier Management, Inc.
(iii) The management fees payable to the Investment Advisor under the
terms of the Investment Advisory Agreement (the "Advisory Agreement")
between the Investment Advisor and the Fund are payable monthly and are
based upon 1.00% of The American Tiger Top 20 Portfolio's average daily net
assets. The Investment Advisor has the right, but not the obligation, to
waive any portion or all of its management fee, from time to time.
Since the Fund is a newly organized fund which was organized on
September 4, 1998, as of that date, Navellier Management, Inc. had not been
paid any investment advisory fees for The American Tiger Top 20 Portfolio.
8
<PAGE>
The Investment Advisor has agreed to waive reimbursement of all or a portion of
the expenses advanced by it on behalf of The American Tiger Top 20 Portfolio for
the following years if total operating expenses exceed the following amounts:
<TABLE>
<CAPTION>
Portfolio Expense Limit Year(s)
<S> <C> <C>
Tiger Top 20 Portfolio 1.5% 1998 & 1999
</TABLE>
Expenses not expressly assumed by the Investment Advisor under the
Advisory Agreement are paid by the Fund. The Advisory Agreement lists
examples of expenses paid by the Fund for the account of the applicable
Portfolio, the major categories of which relate to taxes, fees to Trustees,
legal, accounting, and audit expenses, custodian and transfer agent expenses,
certain printing and registration costs, and non-recurring expenses,
including litigation.
The Advisory Agreement provides that the Investment Advisor shall not be
liable for any error of judgment or mistake of law or for any loss suffered by
the Fund or its investors except for losses (i) resulting from the willful
misfeasance, bad faith, or gross negligence on its part, (ii) resulting from
reckless disregard by it of its obligations and duties under the Advisory
Agreement, or (iii) a loss for which the Investment Advisor would not be
permitted to be indemnified under the Federal Securities laws.
(iv) Pursuant to an Administrative Services Agreement, the Fund pays the
Investment Advisor an administrative services fee to provide administrative
services to the Fund. The Investment Advisor may sub-contract for the
performance of such administrative services and the fees paid to such
sub-contractor(s) shall be paid by the investment Advisor out of the
Administrative Services Fee paid to the Investment Advisor.
The Investment Advisory Agreement permits the Investment Advisor to act as
investment adviser for any other person, firm, or corporation, and designates
the Investment Advisor as the owner of the name "Navellier" and/or "American
Tiger Top 20" or any use or derivation of the words Navellier or American Tiger
Top 20. If the Investment Advisor shall no longer act as investment adviser to
the Fund, the right of the Fund to use the name "Navellier" or "American Tiger
Top 20" as part of its title may, solely at the Investment Advisor's option, be
withdrawn.
The Investment Advisor advanced at its own expense the Fund's
organizational expenses. The Fund has agreed to reimburse the Investment
Advisor for the other expenses (but not organizational expenses) it advances,
without interest, on a date or dates to be chosen at the sole discretion of
Navellier Management, Inc., or the Investment Advisor can elect to waive
reimbursement of some or all of such advances. No Portfolio shall be
responsible for the reimbursement of more than its proportionate share of
expenses.
(b) THE DISTRIBUTOR
The Fund's Distributor is Chatfield Dean & Co., a Corporation owned by
Chatfield Dean Holdings, Inc. Chatfield Dean & Co. 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 by Distributor and will be registered
with such agencies and governments before any Fund shares are sold by it.
The Fund's shares will be continuously distributed by Chatfield Dean & Co.
(the "Distributor") located at 7935 East Prentice Avenue, Suite 200,
Greenwood Village, Colorado, 80111, pursuant to a Distribution Agreement,
dated September 9, 1998. 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
9
<PAGE>
"Distribution Plan") of printing and mailing Prospectuses to potential
investors and of any advertising incurred by it in connection with the
distribution of shares of the Fund.
DISTRIBUTION PLAN
THE DISTRIBUTION PLAN FOR THE AMERICAN TIGER TOP 20 PORTFOLIO
The American Tiger Top 20 Portfolio has adopted a Plan pursuant to Rule
12b-1 under the 1940 Act (the "Plan"), whereby such Portfolio compensates
Distributor or others in the amount of 0.25% per annum of the average daily net
assets of such Portfolio for expenses incurred and services rendered 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 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's Fund shares. Such payments are made monthly.
The 12b-1 fee includes, in addition to promotional activities, amounts that such
Portfolio pays to Distributor or others as a service fee to compensate such
parties for personal services provided to shareholders of such Portfolio and/or
the maintenance of shareholder accounts. The total amount of 12b-1 fees paid
for such personal services and promotional services shall be 0.25% per year of
the average daily net assets of such Portfolio. The Distributor can keep all of
said 12b-1 fees it receives to the extent it is not required to pay others for
such services. Such Rule 12b-1 fees are paid pursuant to the distribution plan
and distribution agreements entered into between such service providers and
Distributor or the Portfolio directly. The 12b-1 Plan for such Portfolio also
covers payments by the Distributor and Investment Advisor to the extent such
payments are deemed to be for the financing of any activity primarily intended
to result in the sale of shares issued by such Portfolio within the context of
Rule 12b-1. The payments under such 12b-1 Plan for such Portfolio are included
in the maximum operating expenses which may be borne by such Portfolio.
Payments under such 12b-1 Plan for such Portfolio may exceed actual expenses
incurred by the Distributor, Investment Advisor or others.
Since the Fund is a newly organized fund, the Distributor had not been paid
any 12b-1 fees as of September 30, 1998 for services in connection with The
American Tiger Top 20 Portfolio. In addition to 12b-1 fees, investors may also
be charged a transaction fee if they effect transactions in fund shares through
a broker or agent.
(c) THE CUSTODIAN AND TRANSFER AGENT
Rushmore Trust & Savings, FSB, 4922 Fairmont Avenue, Bethesda, Maryland
20814, serves as the custodian of the Fund's portfolio securities and as the
Fund's transfer agent and, in those capacities, maintains certain accounting and
other records of the Fund and processes requests for the purchase or the
redemption of shares, maintains records of ownership for shareholders, and
performs certain other shareholder and administrative services on behalf of the
Fund.
The Fund has entered into an agreement with Rushmore Trust & Savings, FSB,
to perform, in addition to custodian and transfer agent services, some or all
administrative services and may contract in the future with other persons or
entities to perform some or all of its administrative services. All of these
contracted services are and will be paid for by the Fund out of its assets.
(d) LEGAL COUNSEL
The Law Offices of Samuel Kornhauser is legal counsel to the Fund and to
the Investment Advisor.
10
<PAGE>
BROKERAGE ALLOCATION AND OTHER PRACTICES
In effecting portfolio transactions for the Fund, the Investment Advisor
adheres to the Fund's policy of seeking best execution and price, determined as
described below, except to the extent it is permitted to pay higher brokerage
commissions for "brokerage and research services," as defined herein. The
Investment Advisor may cause the Fund to pay a broker or dealer an amount of
commission for effecting a securities transaction in excess of the amount of
commission which another broker or dealer would have charged for effecting the
transaction if the Investment Advisor determines in good faith that such amount
of commission is reasonable in relation to the value of the brokerage and
research services provided by such broker or dealer or that any offset of direct
expenses of a Portfolio yields the best net price. As provided in Section 28(e)
of the Securities Exchange Act of 1934, "brokerage and research services"
include giving advice as to the value of securities, the advisability of
investing in, purchasing, or selling securities, and the availability of
securities; furnishing analysis and reports concerning issuers, industries,
economic facts and trends, portfolio strategy and the performance of accounts;
and effecting securities transactions and performing functions incidental
thereto (such as clearance and settlement). Brokerage and research services
provided by brokers to the Fund or to the Investment Advisor are considered to
be in addition to and not in lieu of services required to be performed by the
Investment Advisor under its contract with the Fund and may benefit both the
Fund and other clients of the Investment Advisor or customers of or affiliates
of the Investment Advisor. Conversely, brokerage and research services provided
by brokers to other clients of the Investment Advisor or its affiliates may
benefit the Fund.
If the securities in which a particular Portfolio of the Fund invests
are traded primarily in the over-the-counter market, where possible, the Fund
will deal directly with the dealers who make a market in the securities
involved unless better prices and execution are available elsewhere. Such
dealers usually act as principals for their own account. On occasion,
securities may be purchased directly from the issuer. Bonds and money market
instruments are generally traded on a net basis and do not normally involve
either brokerage commissions or transfer taxes.
The determination of what may constitute best execution and price in the
execution of a securities transaction by a broker involves a number of
considerations including, without limitation, the overall direct net economic
result to the Fund (involving both price paid or received and any net
commissions and other costs paid), the efficiency with which the transaction is
effected, the ability to effect the transaction at all where a large block is
involved, the availability of the broker to stand ready to execute possibly
difficult transactions in the future, and the financial strength and stability
of the broker. Such considerations are judgmental and are weighed by the
Investment Advisor in determining the overall reasonableness of brokerage
commissions paid by the Fund. Some portfolio transactions are subject to the
Rules of Fair Practice of the National Association of Securities Dealers, Inc.,
and subject to obtaining best prices and executions, effected through dealers
who sell shares of the Fund.
The Board of Trustees of the Fund will periodically review the performance
of the Investment Advisor of its respective responsibilities in connection with
the placement of portfolio transactions on behalf of the Fund and review the
commissions paid by the Fund over representative periods of time to determine if
they are reasonable in relation to the benefits to the Fund.
The Board of Trustees will periodically review whether the recapture for
the benefit of the Fund of some portion of the brokerage commissions or similar
fees paid by the Fund on portfolio transactions is legally permissible and
advisable. At present, no recapture arrangements are in effect. The Board of
Trustees will review whether recapture opportunities are available and are
legally permissible, and, if so, will determine, in the exercise of their
business judgment, whether it would be advisable for the Fund to seek such
recapture.
11
<PAGE>
CAPITAL STOCK AND OTHER SECURITIES
The rights and preferences attached to the shares of each Portfolio are
described in the Prospectus. (See "Description of Shares".) The Investment
Company Act of 1940 requires that where more than one class or series of shares
exists, each class or series must be preferred over all other classes or series
in respect of assets specifically allocated to such class or series. Rule 18f-2
under the Act provides that any matter required to be submitted by the
provisions of the Investment Company Act or applicable state law, or otherwise,
to the holders of the outstanding voting securities of an investment company
such as the Fund shall not be deemed to have been effectively acted upon unless
approved by the holders of a majority of the outstanding shares of each series
affected by such matter. Rule 18f-2 further provides that a series shall be
deemed to be affected by a matter unless the interests of each series in the
matter are substantially identical or that the matter does not affect any
interest of such series. However, the Rule exempts the selection of independent
public accountants, the approval of principal distribution contracts, and the
election of Trustees from the separate voting requirements of the Rule.
12
<PAGE>
PURCHASE, REDEMPTION, AND PRICING OF SHARES
REDEMPTION OF SHARES. The Prospectus, under "Redemption of Shares"
describes the requirements and methods available for effecting redemption. The
Fund may suspend the right of redemption or delay payment more than seven days
(a) during any period when the New York Stock Exchange or any other applicable
exchange, is closed (other than a customary weekend and holiday closing),
(b) when trading on the New York Stock Exchange, or any other applicable
exchange, is restricted, or an emergency exists as determined by the Securities
and Exchange Commission ("SEC") or the Fund so that disposal of the Fund's
investments or a fair determination of the net asset values of the Portfolios is
not reasonably practicable, or (c) for such other periods as the SEC by order
may permit for protection of the Portfolio's shareholders.
The Fund normally redeems shares for cash. However, the Board of Trustees
can determine that conditions exist making cash payments undesirable. If they
should so determine (and if a proper election pursuant to Rule 18F-1 of the
Investment Company Act has been made by the Fund), redemption payments could be
made in securities valued at the value used in determining net asset value.
There generally will be brokerage and other costs incurred by the redeeming
shareholder in selling such securities.
DETERMINATION OF NET ASSET VALUE. As described in the Prospectus under
"Purchase and Pricing of Shares - Valuation of Shares," the net asset value
of shares of each Portfolio of the Fund is determined once daily as of 4 p.m.
New York time on each day during which the New York Stock Exchange, or other
applicable exchange, is open for trading. The New York Stock Exchange is
scheduled to be closed for trading on the following days: New Year's Day,
Washington's Birthday, Good Friday, Memorial Day, Independence Day, Labor
Day, Thanksgiving Day, and Christmas Day. The Board of Trustees of the
Exchange reserves the right to change this schedule. In the event that the
New York Stock Exchange or the national securities exchanges on which small
cap equities are traded adopt different trading hours on either a permanent
or temporary basis, the Board of Trustees of the Fund will reconsider the
time at which net asset value is to be computed.
VALUATION OF ASSETS. In determining the value of the assets of any
Portfolio of the Fund, the securities for which market quotations are readily
available are valued at market value, which is currently determined using the
last reported sale price, or, if no sales are reported - as is the case with
many securities traded over-the-counter - the last reported bid price. Debt
securities (other than short-term obligations, i.e., obligations which have
60 days or less left to maturity, which are valued on the basis of amortized
cost) are normally valued on the basis of valuations provided by a pricing
service when such prices are believed to reflect the fair value of such
securities. Prices provided by a pricing service may be determined without
exclusive reliance on quoted prices and take into account appropriate factors
such as institution-size trading in similar groups of securities, yield,
quality of issue, trading characteristics, and other market data. All other
securities and assets are valued at their fair value as determined in good
faith by the Board of Trustees, although the actual calculations may be made
by persons acting pursuant to the direction of the Board of Trustees.
13
<PAGE>
TAXES
In the case of a "series fund" (that is, a regulated investment company
having more than one segregated portfolio of investments the beneficial
interests in which are owned by the holders of a separate series of stock), each
investment portfolio is treated as a separate corporation for federal income tax
purposes. The Fund will be deemed a series fund for this purpose and, thus,
each Portfolio will be deemed a separate corporation for such purpose.
Each Portfolio of the Fund intends to qualify as a regulated investment
company for federal income tax purposes. Such qualification requires, among
other things, that each Portfolio (a) make a timely election to be a
regulated investment company, (b) derive at least 90% of its gross income
from dividends, interest, payments with respect to securities loans, and
gains from the sale or other disposition of stock or securities (including
options and futures) or foreign currencies and (c) diversify its holdings so
that at the end of each fiscal quarter (i) 50% of the market value of its
assets is represented by cash, government securities, securities of other
regulated investment companies, and securities of one or more other issuers
(to the extent the value of the securities of any one such issuer owned by
the Portfolio does not exceed 5% of the value of its total assets and 10% of
the outstanding voting securities of such issuer) and (ii) not more than 25%
of the value of its assets is invested in the securities (other than
government securities and securities of other regulated investment companies)
of any one industry. These requirements may limit the ability of the
Portfolios to engage in transactions involving options and futures contracts.
If each Portfolio qualifies as a regulated investment company, it will
not be subject to federal income tax on its "investment company taxable
income" (calculated by excluding the amount of its net capital gain, if any,
and by excluding the dividends-received and net operating loss deductions) or
"net capital gain" (the excess of its long-term capital gain over its net
short-term capital loss) which is distributed to shareholders. In
determining taxable income, however, a regulated investment company holding
stock on the record date for a dividend is required to include the dividend
in income on the later of the ex-dividend date or the date of acquisition.
Dividends paid out of net investment income and net short-term capital
gains of a Portfolio will be taxable to shareholders as ordinary income
regardless of whether such distributions are reinvested in additional shares
or paid in cash. If a portion of a Portfolio's net investment income is
derived from dividends from domestic corporations, a corresponding portion of
the dividends paid out of such income may be eligible for the
dividends-received deduction. Corporate shareholders will be informed as to
the portion, if any, of dividends received by them which will qualify for the
dividends-received deduction.
14
<PAGE>
Dividends paid out of the net capital gain of a Portfolio that are
designated as capital gain dividends by the Fund will be taxable to
shareholders as long-term capital gains regardless of how long the
shareholders have held their shares. Such dividends will not be eligible for
the dividends-received deduction. If shares of the Fund to which such
capital gains dividends are attributable are held by a shareholder for less
than 31 days and there is a loss on the sale or exchange of such shares, then
the loss, to the extent of the capital gain dividend or undistributed capital
gain, is treated as a long-term capital loss.
All distributions, whether received in shares or cash, must be reported by
each shareholder on his federal income tax return. Taxable dividends declared
in October, November, or December of any year and payable to shareholders of
record on a specified date in such a month will be deemed to have been paid by
the Fund and received by such shareholders on December 31 of the year if such
dividend is actually paid by the Fund during January of the following year.
Any dividends paid shortly after a purchase by an investor may have the
effect of reducing the per share net asset value of the investor's shares by the
per share amount of the dividends. Furthermore, such dividends, although in
effect a return of capital, are subject to federal income taxes. Therefore,
prior to purchasing shares of the Fund, the investor should carefully consider
the impact of dividends, including capital gains distributions, which are
expected to be or have been announced.
The redemption of all or part of the shares of a series held by any
shareholder will generally be treated as a sale or exchange unless the
redemption fails to substantially reduce the shareholder's percentage
ownership interest in the related Portfolio (determined for this purpose
using certain specific rules of constructive ownership). Any redemption that
does not substantially reduce a shareholder's percentage ownership interest
in a Portfolio may be treated as a dividend.
If a redemption is treated as a sale or exchange, the shareholder will
generally recognize gain or loss measured by the difference between the
redemption price and the basis of the shares. This gain will generally be
treated as capital gain (long-term or short-term, depending upon the
shareholder's holding period for the redeemed shares).
The exchange of the shares in one Portfolio for shares in another
Portfolio will be treated as a taxable exchange for federal income tax
purposes. If the exchange occurs within 90 days of the acquisition of the
original shares, however, the shareholder's basis in the original shares will
not include the sales charge, if any, to the extent such charge does not
exceed the amount that would have been charged on the acquisition of the
second-acquired shares if such shares were acquired directly. To the extent
that the sales charge, if any, paid upon acquisition of the original shares
is not taken into account in determining the shareholder's gain or loss from
the disposition of the original shares, it is added to the basis of the newly
acquired shares.
On or before January 31 of each year, the Fund will issue to each person
who was a shareholder at any time in the prior year a statement of the federal
income tax status of all distributions made to such shareholder.
Shareholders who fail to provide correct taxpayer identification numbers or
fail to certify as to no loss of exemption from backup withholding or otherwise
fail to comply with applicable requirements of the law relating to backup
withholding will be subject to backup withholding with
15
<PAGE>
respect to dividends at the rate of 31% unless they are corporations or come
within other exempt categories. Any amounts paid as backup withholding will
be creditable against the federal income tax liabilities of the affected
shareholders. All shareholders should consult their own tax advisers with
regard to the tax consequences applicable to their respective investments in
the Fund.
The foregoing discussion relates solely to United States federal income
tax laws as applicable to United States persons (that is, citizens and
residents of the United States and domestic corporations, partnerships,
trusts, and estates). Each shareholder who is not a United States person
should consult his tax adviser regarding the United States and non-United
States tax consequences of ownership of shares, including the possibility
that distributions by the Fund may be subject to a United States withholding
tax at the rate of 30% (or at a lower rate under an applicable United States
income tax treaty).
Each Portfolio will be subject to a nondeductible excise tax for any
year equal to 4% of the "required distribution" for the year over the
"distributed amount" for the year. For this purpose, the term "required
distribution" means, with respect to any year, the sum of (a) 98% of the
Portfolio's "ordinary income" (that is, its taxable income determined by
excluding its net capital gain, if any, by disallowing the dividends-received
and net operating loss deductions, and by not taking into account any capital
gain or loss), (b) 98% of its net capital gain income (that is, the excess of
capital gains over capital losses) for the one-year period ending on December
31 of the year, and (c) the "prior year shortfall" (that is, the excess, if
any, of the "grossed-up required distribution" for the prior year over the
"distributed amount" for such year). For this purpose, the term "grossed-up
required distribution" means, with respect to any year, the required
distribution for the year (determined by including 100% of the Portfolio's
ordinary income and capital gain net income) and the term "distributed
amount" means, with respect to any year, the sum of (a) the amount of
dividends-paid or deemed paid during the year, (b) any amount on which the
Portfolio is required to pay corporate tax for the year, and (c) the excess,
if any, of the distributed amount for the prior year over the required
distribution for such year.
The individual Portfolios will not be subject to tax in Delaware for any
year in which they each qualify as a regulated investment company. They may,
however, be subject to such tax for any year in which they do not so qualify
and may be subject to tax in certain other states where they are deemed to be
doing business. Moreover, distributions may be subject to state and local
taxes. In those states which have income tax laws, the tax treatment of such
Portfolios and the tax treatment of shareholders with respect to
distributions may be different from the federal income tax treatment of such
persons.
The foregoing is a general summary of the federal income tax consequences
of investing in the Fund to shareholders who are U.S. citizens or U.S.
corporations. Shareholders should consult their own tax advisors about the tax
consequences of an investment in the Fund in light of each of each shareholder's
particular tax situation. Shareholders should also consult their own tax
advisors about consequences under foreign, state, local or other applicable tax
laws.
16
<PAGE>
UNDERWRITERS
The Fund's shares will be continuously distributed through Chatfield Dean &
Co. (the "Distributor") located at 7935 East Prentice Avenue, Suite 200,
Greenwood Village, Colorado, 80111, pursuant to a distribution agreement dated
September 9, 1998. The Distributor will begin selling this Fund's shares as
soon as the Fund goes effective with the SEC, which is expected to be in
September 1998.
The Distributor acts as the sole principal underwriter of the Fund's
shares. Through a network established by the Distributor, the Fund's shares may
also be sold through selected investment brokers and dealers. For a description
of the Distributor's obligations to distribute the Fund's securities, see "The
Investment Advisor, Distributor, Custodian and Transfer Agent - Distributor."
17
<PAGE>
CALCULATION OF PERFORMANCE DATA
Performance information for each Portfolio may appear in advertisements,
sales literature, or reports to shareholders or prospective shareholders.
Performance information in advertisements and sales literature may be
expressed as total return on the applicable Portfolio.
The average annual total return on such Portfolios represents an
annualization of each Portfolio's total return ("T" in the formula below)
over a particular period and is computed by finding the current percentage
rate which will result in the ending redeemable value ("ERV" in the formula
below) of a $1,000 payment* ("P" in the formula below) made at the beginning
of a one-, five-, or ten-year period, or for the period from the date of
commencement of the Portfolio's operation, if shorter ("n" in the formula
below). The following formula will be used to compute the average annual
total return for the Portfolio:
n
P (1 + T) = ERV
In addition to the foregoing, each Portfolio may advertise its total
return over different periods of time by means of aggregate, average,
year-by-year, or other types of total return figures.
The American Tiger Top 20 Portfolio is a newly formed portfolio which has
been in operation for less than one year and therefore, no performance figures
for this portfolio are included.
Performance information for the Portfolio shall reflect only the
performance of a hypothetical investment in the Portfolio during the
particular time period on which the calculations are based. Performance
information should be considered in light of the investment objectives and
policies, characteristics and quality of the particular Portfolio, and the
market conditions during the given time period, and should not be considered
as a representation of what may be achieved in the future.
Each Portfolio may, from time to time, include in advertisements
containing total return the ranking of those performance figures relative to
such figures for groups of mutual funds categorized by Lipper Analytical
Services, or other services, as having the same investment objectives. The
total return may also be used to compare the performance of the Portfolio
against certain widely acknowledged outside standards or indices for stock
and bond market performance. The Standard & Poor's Composite Index of 500
stocks ("S&P 500") is a market value-weighted and unmanaged index showing the
changes in the aggregate market value of 500 stocks relative to the base
period 1941-43. The S&P 500 is composed almost entirely of common stocks of
companies listed on the New York Stock Exchange, although the common stocks
of a few companies listed on the American Stock Exchange or traded
over-the-counter are included.
As summarized in the Prospectus under the heading "Performance and Yield,"
the total return of each Portfolio may be quoted in advertisements and sales
literature.
18
<PAGE>
FINANCIAL STATEMENTS
19
<PAGE>
September 4, 1998 Audited Financial Statement
20
<PAGE>
TAIT, WELLER & BAKER
Certified Public Accountants
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
TO: THE SHAREHOLDERS AND BOARD OF TRUSTEES OF
THE AMERICAN TIGER FUNDS
RENO, NEVADA
We have audited the accompanying statement of assets and liabilities of The
American Tiger Top 20 Portfolio (the "FUND") a series of shares of The
American Tiger Funds. This financial statement is the responsibility of the
Fund's management. Our responsibility is to express an opinion on this
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 statement of assets and
liabilities is free of material misstatement. An audit includes examining on
a test basis, evidence supporting the amounts and disclosures in the
statement of assets and liabilities. 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 of the statement of assets and liabilities provides a
reasonable basis for our opinion.
In our opinion, the statement of assets and liabilities referred to above
presents fairly, in all material respects, the financial position of The
American Tiger Top 20 Portfolio as of September 4, 1998, in conformity with
generally accepted accounting principles.
/s/ Tait, Weller & Baker
----------------------------
TAIT, WELLER & BAKER
PHILADELPHIA, PENNSYLVANIA
SEPTEMBER 4, 1998
<PAGE>
THE AMERICAN TIGER TOP 20 PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
<TABLE>
SEPTEMBER 4, 1998
________________________________________________________________________________
<S> <C>
ASSETS
Cash $100,000
--------
NET ASSETS $100,000
========
Shares of beneficial interest outstanding, unlimited amount
authorized 10,000
------
Net Asset value and redemption price per share $10.00
------
At September 4, 1998, the components of net assets were as follows:
Paid-in capital $100,000
--------
Offering price calculation
($10.00 per share divided by 0.9505) $10.52*
-------
</TABLE>
* On sales of $50,000 or more, the offering price is reduced.
SEE NOTES TO STATEMENT OF ASSETS AND LIABILITIES
<PAGE>
THE AMERICAN TIGER TOP 20 PORTFOLIO
NOTES TO STATEMENT OF ASSETS AND LIABILITIES
SEPTEMBER 4, 1998
(1) ORGANIZATION
American Tiger Funds (the "TRUST") is registered under the Investment
Company Act of 1940, as amended (the "1940 ACT"), as an open-end
management investment company and is authorized to issue shares of
beneficial interests. The Trust currently offers shares of beneficial
interests in one portfolio, The American Tiger Top 20 Portfolio.
The Trust was organized on September 4, 1998, as a Delaware Business
Trust. The Trust had no operations other than those relating to
organizational matters and the registration of its shares under applicable
securities laws. All of the Trust's and Portfolio's organizational
expenses were borne by the Portfolio's Investment Advisor, Navellier
Management, Inc. who will not seek reimbursement of such expenses.
(2) INVESTMENT ADVISORY AND DISTRIBUTION AGREEMENTS
The Portfolio has an investment advisory agreement with Navellier
Management, Inc. which receives an annual advisory fee of 1% of average
daily net assets.
The Portfolio has a distribution plan under Rule 12b-1 under the 1940
Act, whereby it compensates Chatfield Dean & Co. (the "DISTRIBUTOR")
.25% of average daily net assets. The Distributor also receives a sales
load of 4.95% on sales of fund shares up to $50,000. Such sales load is
reduced on amounts in excess of $50,000.
<PAGE>
APPENDIX
A-1 AND P-1 COMMERCIAL PAPER RATINGS
Each of the Portfolios will invest only in commercial paper which, at
the date of investment, is rated A-1 by Standard & Poor's Corporation ("S&P")
or P-1 by Moody's Investors Services, Inc. ("Moody's"), or, if not rated, is
issued or guaranteed by companies which at the date of investment have an
outstanding debt issue rated AA or higher by Standard & Poor's or Aa or
higher by Moody's.
Commercial paper rated A-1 by S&P has the following characteristics:
(1) liquidity ratios are adequate to meet cash requirements; (2) long-term
senior debt is rated "A" or better; (3) the issuer has access to at least two
additional channels of borrowing; (4) basic earnings and cash flow have an
upward trend with allowance made for unusual circumstances; (5) typically, the
issuer's industry is well established and the issuer has a strong position
within the industry; and (6) the reliability and quality of management are
unquestioned.
The rating P-1 is the highest commercial paper rating assigned by Moody's.
Among the factors considered by Moody's in assigning ratings are the following:
(1) evaluation of the management of the issuer; (2) economic evaluation of the
issuer's industry or industries and an appraisal of speculative-type risks which
may be inherent in certain areas; (3) evaluation of the issuer's products in
relation to competition and customer acceptance; (4) liquidity; (5) amount and
quality of long-term debt; (6) trend of earnings over a period of ten years;
(7) financial strength of a parent company and the relationship which exists
with the issuer; and (8) recognition by the management of obligations which may
be present or may arise as a result of public interest questions and
preparations to meet such obligations.
<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) Audited financial statement dated September 4, 1998.
(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:
<TABLE>
<CAPTION>
EXHIBIT NUMBER DESCRIPTION
- ----------------- --------------------------------------------------------------------------------------------
<C> <S>
1.1 Certificate of Trust of Registrant(1)
1.2 Declaration of Trust of Registrant(1)
2 By-Laws of Registrant(1)
3 None
4 None
5 Investment Management Agreement between Registrant and Navellier Management, Inc., dated
September 9, 1998(1)
6 Distribution Agreement dated September 9, 1998(1)
6.1 Selected Dealer Agreement (specimen)(1)
7 None
8.1 Agreement for Fund Accounting Services, Transfer Agency Services and Custody Services
between Registrant and Rushmore Trust & Savings, FSB(1)
8.2 Administrative Services Agreement between Registrant and Navellier Management, Inc. dated
September 9, 1998(1)
9.0 Trustee Indemnification Agreements(1)
10 Opinion and Consent of Counsel(1)
11 Consent of Independent Auditors dated September 30, 1998
12 None
13 Subscription Agreement between The American Tiger Funds and Louis Navellier, dated September
3, 1998(1)
13.1 Investment Advisor Operating Expense Reimbursement Agreement(1)
14 None
15 12b-1 Distribution Plan for The American Tiger Top 20 Portfolio(1)
16 N/A
17 N/A
</TABLE>
(1) Incorporated by reference to the Registration Statement on Form N-1A, filed
by Registrant on September 10, 1998 (Reg. No. 333-63155).
ITEM 25 PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
(a) As is described in the Statement of Additional Information ("Control
Persons and Principal Holders of Securities") the Fund was initially controlled
by Louis Navellier, the sole stockholder, officer, and director of the
Investment Advisor, who also serves as Trustee and in various officer positions
with the
22
<PAGE>
Fund (as described more fully under "The Investment Advisor, Distributor,
Custodian and Transfer Agent" in the Statement of Additional Information).
ITEM 26 NUMBER OF HOLDERS OF SECURITIES
As of September 10, 1998 The American Tiger Top 20 Portfolio had one (1)
shareholder.
ITEM 27 INDEMNIFICATION
The Fund shall indemnify each of its Trustees, officers, employees, and
agents (including persons who serve at its request as directors, officers, or
trustees of another organization in which it has any interest, as a shareholder,
creditor, or otherwise) against all liabilities and expenses (including amounts
paid in satisfaction of judgments, in compromise, as fines and penalties, and as
counsel fees) reasonably incurred by him in connection with the defense or
disposition of any action, suit, or other proceeding, whether civil or criminal,
in which he may be involved or with which he may be threatened, while in office
or thereafter, by reason of his being or having been such a Trustee, officer,
employee, or agent, except with respect to any matter as to which he shall have
been adjudicated to have acted in bad faith, willful misfeasance, gross
negligence, or reckless disregard of his duties; provided, however, that as to
any matter disposed of by a compromise payment by such Person, pursuant to a
consent decree or otherwise, no indemnification either for said payment or for
any other expenses shall be provided unless there has been a determination that
such person did not engage in bad faith, willful misfeasance, gross negligence,
or reckless disregard of his duties involved in the conduct of his office by the
court or other body approving the settlement or other disposition or by a
reasonable determination, based upon review of readily available facts (as
opposed to a full trial-type inquiry), that he did not engage in such conduct by
written opinion from independent legal counsel approved by a majority of a
quorum of trustees who are neither interested persons nor parties to the
proceedings. The rights accruing to any person under these provisions shall not
exclude any other right to which he may be lawfully entitled; provided that no
person may satisfy any right of indemnity or reimbursement granted herein or to
which he may otherwise be entitled except out of the Fund Property. A majority
of a quorum of disinterested non-party Trustees may make advance payments in
connection with indemnification under this section, provided that the
indemnified person shall have given a written undertaking adequately secured to
reimburse the Fund in the event it is subsequently determined that he is not
entitled to such indemnification, or a majority of a quorum of disinterested
non-party Trustees or independent counsel determine, after a review of readily
available facts, that the person seeking indemnification will probably be found
to be entitled to indemnification.
Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to the Trustees, officers, and controlling persons of the
Fund pursuant to the provisions described under this Item 27, or otherwise, the
Fund has been advised that, in the opinion of the SEC, such indemnification is
against public policy as expressed in the Act and is, therefore, unenforceable.
In the event that a claim for indemnification against such liabilities (other
than the payment by the Fund of expenses incurred or paid by a Trustee, officer,
or controlling person of the Fund in the successful defense of any action, suit,
or proceeding) is asserted by such Trustee, officer, or controlling person in
connection with the securities being registered, the Fund will, unless in the
opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question of whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
The Fund may purchase and maintain insurance on behalf of an officer,
Trustee, employee, or agent protecting such person, to the full extent permitted
by applicable law, from liability incurred by such person as officer, Trustee,
employee, or agent of the Fund or arising from his activities in such capacity.
Section 9 of the Distribution Agreement between the Fund and Chatfield Dean
& Co. provides for indemnification of the parties thereto under certain
circumstances.
23
<PAGE>
Section 4 of the Advisory Agreement between the Portfolio and the Investment
Advisor provides for indemnification of the parties thereto under certain
circumstances.
ITEM 28 BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISOR
Set forth below is a description of any other business, profession,
vocation, or employment of a substantial nature in which each investment adviser
of the Fund and each director, officer, or partner of any such investment
adviser, is or has been at any time during the past two fiscal years, engaged
for his own account or in the capacity of director, officer, employee, partner,
or trustee:
<TABLE>
<CAPTION>
NAME AND PRINCIPAL POSITIONS HELD WITH REGISTRANT PRINCIPAL OCCUPATIONS
BUSINESS ADDRESS AND ITS AFFILIATES DURING PAST TWO YEARS
- ------------------------------ --------------------------------------- ---------------------------------------
<S> <C> <C>
Louis Navellier Trustee and one of the Portfolio Mr. Navellier is and has been the CEO
One East Liberty Managers of the Fund; Trustee, and President of Navellier & Associates
Third Floor President, and Treasurer of The Inc., an investment management company
Reno, NV 89501 Navellier Performance Funds, one of since 1988; is and has been CEO and
Portfolio Managers of the Aggressive President of Navellier Management,
Growth Portfolio, the Mid Cap Growth Inc.; one of the Portfolio Managers for
Portfolio and the Aggressive Small Cap the Investment Advisor to this Fund and
Portfolio, the Large Cap Value was one of Portfolio Managers to The
Portfolio, the Large Cap Growth Navellier Series Fund; President and
Portfolio, the Small Cap Value CEO of Navellier Securities Corp.; CEO
Portfolio and the Micro Cap Portfolio. and President of Navellier Fund
Mr. Navellier is also the CEO, Management, Inc. and has been publisher
President, Treasurer, and Secretary of and editor of MPT Review from August
Navellier Management, Inc., a Delaware 1987 to the present, and was publisher
Corporation which is the Investment and editor of the predecessor
Advisor to the Fund. Mr. Navellier is investment advisory newsletter OTC
also CEO, President, Secretary, and Insight, which he began in 1980 and
Treasurer of Navellier & Associates wrote through July 1987; and editor of
Inc., Navellier Publications, Inc., MPT The Blue Chip Newsletter.
Review Inc., and Navellier
International Management, Inc. and
Navellier Fund Management, Inc.
</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.
24
<PAGE>
(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>
Sanford D. Greenberg Chief Executive Officer; Director Chief Executive Officer and Director
Chatfield Dean & Co. of Underwriter for the Fund
7935 East Prentice Avenue
Suite 200
Greenwood Village,
Colorado 80111
Robert L. Lemon President; Director President and Director of
Chatfield Dean & Co. Underwriter for the Fund
7935 East Prentice Avenue
Suite 200
Greenwood Village
Colorado 80111
Richard O'Donnell Executive Vice President; Director Executive Vice President and
Chatfield Dean & Co. Director of Underwriter for the
7935 East Prentice Avenue Fund
Suite 200
Greenwood Village
Colorado 80111
Scott W. Carothers Vice President; Director Vice President and Director of
Chatfield Dean & Co. Underwriter for the Fund
7935 East Prentice Avenue
Suite 200
Greenwood Village
Colorado 80111
Kenneth L. Greenberg Vice President; Director Vice President and Director of
Chatfield Dean & Co. Underwriter for the Fund
7935 East Prentice Avenue
Suite 200
Greenwood Village
Colorado 80111
Barry Cheren Senior Vice President; Director Senior Vice President and Director
Chatfield Dean & Co. of Underwriter of the Fund
7935 East Prentice Avenue
Suite 200
Greenwood Village
Colorado 80111
</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.
ITEM 30 LOCATION OF ACCOUNTS AND RECORDS
All accounts, records, and other documents required to be maintained under
Section 31(a) of the 1940 Act and the rules promulgated thereunder are
maintained at the office of The American Tiger Funds
25
<PAGE>
located at One East Liberty, Third Floor, Reno, Nevada 89501, and the offices of
the Fund's Custodian and Transfer agent at 4922 Fairmont Avenue, Bethesda, MD
20814.
ITEM 31 MANAGEMENT SERVICES
Other than as set forth in Part A and Part B of this Registration Statement,
the Fund is not a party to any management-related service contract.
ITEM 32 UNDERTAKINGS
The Fund hereby undertakes to furnish each person to whom a prospectus is
delivered a copy of the latest annual report to shareholders, upon request and
without change.
The Fund hereby undertakes that if it is requested by the holders of at
least 10% of its outstanding shares to call a meeting of shareholders for the
purpose of voting upon the question of removal of a Trustee, it will do so and
will assist in communications with other shareholders as required by Section
16(c) of the Investment Company Act of 1940.
The Fund hereby undertakes, as to The American Tiger Top 20 Portfolio, to
file a post-effective amendment using unaudited financial statements, which need
not be certified, within four (4) to six (6) months from the effective date of
such portfolio's 1933 Act Registration Statement.
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 Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized, in the City of San Francisco, and State of California on the 30th
day of September, 1998.
<TABLE>
<S> <C> <C>
THE AMERICAN TIGER FUNDS
By: /s/ ARJEN KUYPER
-----------------------------------------
Arjen Kuyper
TRUSTEE
</TABLE>
The American Tiger Funds, and each person whose signature appears below
hereby constitutes and appoints Arjen Kuyper 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 September 9, 1998, in the
capacities and on the date indicated:
<TABLE>
<C> <S> <C>
- ------------------------------ Trustee and Treasurer September 30, 1998
Arjen Kuyper(1)
- ------------------------------ Trustee September 30, 1998
Joel Rossman
- ------------------------------ Trustee September 30, 1998
Barry Sander
- ------------------------------ Trustee and Principle September 30, 1998
Louis G. Navellier(1) Executive Officer
- ------------------------------ Trustee September 30, 1998
Jacques Delacroix
</TABLE>
(1) This person is an interested person affiliated with the Investment Advisor.
27
<PAGE>
EXHIBIT 99.11
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
We consent to the references to our firm in Post-Effective Amendment No. 1 to
the Registration Statement on Form N-1A of the American Tiger Funds (the
"TRUST") and to the use of our report dated September 4, 1998 on the
statement of assets and liabilities of The American Tiger Top 20 Portfolio.
Such statement of assets and liabilities appears in the Trust's Statement of
Additional Information.
/s/ Tait, Weller & Baker
----------------------------
TAIT, WELLER & BAKER
Philadelphia, Pennsylvania
September 30, 1998
