Registration Nos. 333-46112
811-10141
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 3 [X]
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ ]
Amendment No. 3 [X]
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DAVIS PARK SERIES TRUST
(Exact name of registrant as specified in charter)
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P.O. Box 6919, Moraga, California 94570
(Address of principal executive offices)
Registrant's Telephone Number: (800) 394-5064
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Nicholas D. Gerber, P.O. Box 6919, Moraga, California 94570
(Name and address of agent for service)
Copy to:
Michael J. Meaney, Esq.
McDonald, Hopkins, Burke & Haber Co., L.P.A.
2100 Bank One Center, 600 Superior Avenue, East, Cleveland, Ohio 44114
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Approximate date of proposed public offering: December 26, 2000
<PAGE>
It is proposed that this filing will become effective (check appropriate box)
immediately upon filing pursuant to paragraph (b)
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on (date) pursuant to paragraph (b)
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X 60 days after filing pursuant to paragraph (a)
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on (date) pursuant to paragraph (a) of Rule 485
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75 days after filing pursuant to paragraph (a)(2) of Rule 485
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on (date) pursuant to paragraph (a)(2) of Rule 485.
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Part A (Prospectus) and Part C (Other Information) of Registrant's
Post-Effective Amendment No. 2 (filed December 15, 2000) to its Registration
Statement on Form N-1A are hereby incorporated by reference into this
Post-Effective Amendment No. 3.
<PAGE>
AMERISTOCK LARGE COMPANY GROWTH FUND
AMERISTOCK FOCUSED VALUE FUND
STATEMENT OF ADDITIONAL INFORMATION
December 26, 2000
This Statement of Additional Information is not a prospectus and should be read
in conjunction with the Prospectus of the Ameristock Large Company Growth Fund
and Ameristock Focused Value Fund (each "Fund" and collectively, the "Funds")
dated December 26, 2000. To obtain a copy of the Prospectus, without charge,
please write to the Funds at P.O. Box 6919, Moraga, CA 94570 or call (800)
394-5064.
TABLE OF CONTENTS
Investments and Risks..................................1
Management Agreement...................................6
Management of the Fund.................................7
Ownership of Shares....................................8
Portfolio Turnover.....................................8
Portfolio Transactions and Brokerage...................8
Share Redemptions......................................8
Taxation of the Fund...................................9
Performance Information................................9
Additional Information................................11
INVESTMENTS AND RISKS
Classification
Ameristock Large Company Growth Fund is a diversified, open-end management
investment company. Ameristock Focused Value Fund is a non-diversified, open-end
management investment company.
Information on Each Fund's Investments
Each Fund has an investment objective of seeking capital appreciation. The
principal investment strategies used by each Fund to pursue this objective,
together with the principal risks of investing in each Fund, are described in
the Prospectus under the headings "Risk/Return Summary - Ameristock Large
Company Growth Fund" and "Risk/Return Summary - Ameristock Focused Value Fund".
Described below are (i) certain other investment strategies (including
strategies to invest in particular types of securities) which are not principal
strategies and (ii) the risks of those strategies:
<PAGE>
Convertible Securities. Each Fund may invest in securities convertible into
common or preferred stock. Such securities allow the holder to convert the
securities into another specified security of the same issuer at a specified
conversion ratio at some specified future date or period. The market value of
convertible securities generally includes a premium that reflects the conversion
right. To the extent that any convertible security remains unconverted after the
expiration of the conversion period, the market value will fall to the extent
represented by that premium.
Preferred Stocks. In selecting preferred stocks, the Investment Advisor will use
its selection criteria for either common stocks or debt securities, depending on
the Investment Advisor's determination as to how the particular issue should be
viewed, based, among other things, upon the terms of the preferred stock and
where it fits in the issuer's capital structure. Preferred stocks are usually
entitled to rights on liquidation which are senior to those of common stocks.
For these reasons, preferred stocks generally entail less risk than common
stocks of the same issuer. Such securities may pay cumulative dividends. Because
the dividend rate is pre-established, and as they are senior to common stocks,
such securities tend to have less possibility of capital appreciation.
Securities Lending. Securities lending allows each Fund to retain ownership of
the securities loaned out and, at the same time, to earn additional income. Each
Fund may lend its portfolio securities constituting up to 30% of its net assets.
Since there may be delays in the recovery of loaned securities, or even a loss
of rights in collateral supplied should the borrower fail financially, loans
will only be made to U.S. or foreign banks or broker-dealers which have been
rated within the two highest grades assigned by Standard & Poor's or Moody's, or
which have been determined by the Investment Adviser to be of equivalent
quality. Furthermore, securities will only be lent if, in the judgement of the
Investment Adviser, the consideration to be earned from such loans justify the
risk.
Cash received through loan transactions may be invested in any security in which
the Fund is authorized to invest. Investing this cash subjects that investment,
as well as the security loaned, to market forces (i.e., capital appreciation or
depreciation).
Risks of securities lending are (i) loss of rights in the loaned securities
should the borrower fail financially and (ii) investment losses on the loaned
securities.
Illiquid Investments. Illiquid investments are investments that cannot be sold
or disposed of in the ordinary course of business at approximately the prices at
which they are valued. Under the supervision of the Board of Trustees, the
Investment Adviser determines the liquidity of each Fund's investments and,
through reports from the Investment Adviser, the Board of Trustees monitors
investments in illiquid instruments. In determining the liquidity of the Fund's
investments, the Investment Adviser may consider various factors, including (i)
the frequency of trades and quotations, (ii) the number of dealers and
prospective purchasers in the marketplace, (iii) dealer undertakings to make a
market, (iv) the nature of the security (including any demand or tender
features), and (v) the nature of the marketplace for trades (including the
ability to assign or offset the Fund's rights and obligations relating to the
investment). The Fund may not invest in securities or other assets that the
Board of Trustees determines to be illiquid if more than 15% of the Fund's net
assets would be invested in such securities.
Foreign Exposure. Each Fund may invest in (i) stocks of U.S. headquartered
companies having substantial foreign operations or (ii) foreign stocks. These
stocks involve certain inherent risks that are different from those of other
companies, including political or economic instability of the foreign country or
countries, diplomatic developments which could affect U.S. investments in those
countries, changes in foreign currency and exchange rates and the possibility of
adverse changes in investment or exchange control regulations. As a result of
these and other factors, these stocks may be subject to greater price
fluctuations than securities of other companies.
<PAGE>
Options. An option on a security is a contract that permits the purchaser of the
option, in return for the premium paid, the right to buy a specified security or
index (in the case of a call option) or to sell a specified security or index
(in the case of a put option) from or to the writer of the option at a
designated price during the term of the option. An option on a securities index
permits the purchaser of the option, in return for the premium paid, the right
to receive from the seller cash equal to the difference between the closing
price of the index and the exercise price of the option. The gain or loss on an
option on an index depends on price movements in the instruments making up the
market, market segment, industry or other composite on which the underlying
index is based, rather than price movements in individual securities, as is the
case with respect to options on securities. Each Fund may write a call or put
option only if the option is "covered". This means so long as the Fund is
obligated as the writer of a call option, it will hold the underlying security
subject to the call, or hold a call at the same or lower exercise price, for the
same exercise period, and on the same securities as on the written call. A put
is covered if the Fund maintains liquid assets with a value equal to the
exercise price in a segregated account, or holds a put on the same underlying
securities at an equal or greater exercise price. Put options and call options
typically have similar structural characteristics and operational mechanics
regardless of the underlying instruments on which they are purchased or sold.
A Fund's purchase of a put option on a security might be designated to protect
its holdings in the underlying instrument (or, in some cases a similar
instrument) against substantial declines in the market value by giving the Fund
the right to sell such instrument at the option exercise price. A Fund's
purchase of a call option on a security or index might be intended to protect
the Fund against an increase in the price of the underlying instrument that it
intends to purchase in the future by fixing the price at which it may purchase
such instrument. If a Fund sells a call option, the premium that it receives may
serve as a partial hedge, to the extent of the option premium, against a
decrease in the value of the underlying securities or instruments in its
portfolio or will increase the Fund's income. The sale of put options can also
provide income.
The value of the underlying securities on which the options may be written at
any one time will not exceed 15% of either Fund's total assets. A Fund will not
purchase put or call options if the aggregate premium paid for such options
would exceed 5% of the Fund's total assets at the time of purchase.
Even though a Fund will receive the option premium to help protect it against a
loss, a call sold by the Fund exposes the Fund during the term of the option to
possible loss of opportunity to realize appreciation in the market price of the
underlying security or instrument and may require the Fund to hold a security or
instrument which it might otherwise have sold.
A Fund's ability to close out its position as a purchaser or seller of a put or
call option is dependent, in part, upon the liquidity of the option market.
Among the possible reasons for the absence of a liquid option market on an
exchange are: (i) insufficient trading interest in certain options; (ii)
restrictions on transactions imposed by an exchange; (iii) trading halts,
suspensions or other restrictions imposed with respect to particular classes or
series of options or underlying securities including reaching daily price
limits; (iv) interruption of the normal operations of an exchange; (v)
inadequacy of the facilities of an exchange to handle current trading volume; or
(vi) a decision by one or more exchanges to discontinue the trading of options
(or a particular class or series of options), in which event the relevant market
for that option on that exchange would cease to exist, although outstanding
options on that exchange would generally continue to be exercisable in
accordance with their terms.
The hours of trading for listed options may not coincide with the hours during
which the underlying financial instruments are traded. To the extent that the
option markets close before the markets for the underlying instruments,
significant price and rate movements can take place in the underlying markets
that cannot be reflected in the options markets.
<PAGE>
Futures. Each Fund's use of options and financial futures thereon will in all
cases be consistent with applicable regulatory requirements and in particular
the rules and regulations of the Commodity Futures Trading Commission and will
be entered into only for bona fide hedging, risk management, or other portfolio
management purposes. Typically, maintaining a futures contract requires the Fund
to deposit with a financial intermediary as security for its obligations an
amount of cash or other specified asset (initial margin) which is typically 1%
to 10% of the face amount of the contract (but may be higher in some
circumstances). Additional cash or assets (variation or maintenance margin) may
be required to be deposited thereafter on a daily basis as the mark to market
value of the contract fluctuates. The purchase of an option on a futures
involves payment of a premium for the option without any further obligation on
the part of the Fund. If the Fund exercises an option on a futures contract it
will be obligated to post initial margin (and potential variation or maintenance
margin) for the resulting futures position just as it would for any position.
Futures contracts and options thereon are generally settled by entering into
offsetting transactions but there can be no assurance that the position can be
offset prior to settlement at an advantageous price, not that delivery will
occur.
A Fund will not enter into a futures contract or related option (except for
closing transactions) if, immediately thereafter, the value of the face amount
of the open futures contracts and options thereon would exceed 25% of the Fund's
total assets.
There can be no assurance that a liquid market will exist at a time when a Fund
seeks to close out a futures or futures option position. The Fund would be
exposed to possible loss on the position during the interval of inability to
close, and would continue to be required to meet margin requirements until the
position was closed, which could result in a decrease in the Fund's net asset
value. The liquidity of a secondary market in a futures contract may be
adversely affected by "daily price fluctuation limits" established by commodity
exchanges which limit the amount of fluctuation in a futures contract price
during a single trading day. Once the daily limit has been reached in the
contract, no trades may be entered into at a price beyond the limit, thus
preventing the liquidation of open futures positions. The trading of futures
contracts is also subject to the risk of trading halts, suspensions, exchange or
clearing house equipment failures, government intervention, insolvency of a
brokerage firm or clearing house or other disruption or normal trading activity,
which could at times make it difficult or impossible to liquidate existing
positions or to recover excess variation margin payments.
Segregated Accounts. Futures contracts, options, and options on futures
contracts require a Fund to segregate liquid high grade assets with its
custodian to the extent Fund obligations are not otherwise "covered" through
ownership of the underlying security, or financial instrument. In general,
either the full amount of any obligation by the Fund to pay or deliver
securities or assets must be covered at all times by the securities, or
instruments required to be delivered, or, subject to any regulatory
restrictions, an amount of cash or liquid high grade securities at least equal
to the current amount of the obligation must be segregated with the custodian.
The segregated assets cannot be sold or transferred unless equivalent assets are
substituted in their place or it is no longer necessary to segregate them.
Fixed Income Securities. Each Fund may invest in fixed income securities
(corporate debt securities, bank certificates of deposit, bank checking account,
and U.S. Government and Agency obligations). All of Ameristock Large Company
Growth Fund's fixed income securities must be rated within the top three
categories of safety according to rating service companies like Standard &
Poor's, Moody's, Fitch, or Duff & Phelps at the time of the investment or, if
not rated, must then be determined by the Investment Adviser to be of comparable
quality. Fixed income securities prices fluctuate inversely with interest rate
movements. Other fixed income risk factors include default risk.
<PAGE>
High-Yield Securities - Ameristock Focused Value Fund. Ameristock Focused Value
Fund may, from time to time, invest in lower-rated securities (rated BBB or
lower by Standard & Poor's Corporation Rating Service) or in unrated securities,
when, in the view of the Adviser, such investments are consistent with the
Fund's investment objective. Certain risk factors that investors should
recognize as being associated with the Adviser's discretion to invest in such
securities are set forth below.
In general, when interest rates decline, the value of fixed income securities
can be expected to rise. Conversely, when interest rates rise, the value of
fixed income securities can be expected to decline. Prices of lower-rated
securities (also sometimes referred to as "high-yield" securities) have been
found to be less sensitive to interest rate changes than higher-rated
investments, but more sensitive to adverse economic changes or individual
corporate developments. In addition, periods of economic uncertainty and changes
can be expected to result in increased volatility of market prices of
lower-rated securities.
The values of lower-rated securities tend to reflect individual corporate
developments to a greater extent than higher-rated securities, which react
primarily to fluctuations in the general level of interest rates. Further,
securities rated BB or lower by Standard & Poor's are below investment grade and
are considered, on balance, to be predominantly speculative with respect to
capacity to pay interest and repay principal in accordance with the terms of the
obligation and will generally involve more credit risk than securities in the
higher rating categories. In some cases, such securities are subordinated to the
prior payment of senior indebtedness, thus potentially limiting the Fund's
ability to receive payments when senior securities are in default or to recover
full principal. Many issuers of lower-rated corporate debt securities are
substantially leveraged, which may impair their ability to meet debt service
obligations. Also, during an economic downturn or substantial period of rising
interest rates, highly leveraged issuers may experience financial stress which
would adversely affect their ability to service their principal and interest
payment obligations, to meet projected business goals, and to obtain additional
financing. Upon any default, the Fund may incur additional expenses to the
extent it is required to seek recovery of the payment of principal or interest
on the relevant portfolio holding.
In addition, lower-rated securities may tend to trade in markets that are
relatively less liquid than the market for higher rated securities. It is thus
possible that the Fund's ability to dispose of such securities, when its
investment adviser deems it desirable to do so, may be limited. The lack of a
liquid secondary market may also have an adverse impact on market price and the
Fund's ability to dispose of particular issues when necessary to met the Fund's
liquidity needs or in response to a specific economic event, such as a
deterioration in the creditworthiness of the issuer. In addition, a less liquid
market may interfere with the ability of the Fund to accurately value
lower-rated securities and, consequently, value the Fund's assets. Furthermore,
adverse publicity and investor perceptions, whether or not based on fundamental
analysis, may decrease the values and liquidity of lower-rated securities,
especially in a thinly-traded market.
The market for "high-yield" fixed-income securities has not weathered a major
economic recession and it is unknown what effect a recession might have on such
securities. It is likely, however, that any such recession could severely
disrupt the market for such securities and may have an adverse impact on the
value of such securities. In addition, it is likely that any such economic
downturn would adversely affect the ability of the issuers of such securities to
repay principal and pay interest thereon.
Standard & Poor's Corporation ("S&P") is a private service that provides rates
of the credit quality of debt obligations. These ratings represents S&P's
opinion as to the quality of the securities that they undertake to rate. It
should be emphasized, however, that ratings are general and are not absolute
standards of quality. Consequently, securities with the same maturity, interest
rate and rating may have different market prices. Subsequent to its purchase by
the Fund, an issue of securities may cease to be rated or its ratings may be
reduced.
<PAGE>
Other Investment Companies. Each Fund may invest in securities issued by other
investment companies within the limits prescribed by the Investment Company Act
of 1940. Each Fund intends to limit its investments so that, as determined
immediately after a securities purchase is made: (i) not more than 5% of the
value of the Fund's total assets will be invested in the securities of any one
investment company; (ii) not more than 10% of the value of the Fund's total
assets will be invested in the aggregate in securities of investment companies
as a group; and (iii) not more than 3% of the outstanding voting stock of any
one investment company will be owned by the Fund. To the extent that a Fund
invests in other investment companies, an investor in the Fund will bear not
only his proportionate share of the expenses of the Fund but also indirectly
similar expenses of the underlying investment companies in which the Fund
invests. These expenses consist of advisory fees, expenses related to the
distribution of shares, brokerage commissions, accounting, pricing and custody
expenses, printing, legal and audit expenses and other miscellaneous expenses.
Policies
Unless otherwise noted, whenever an investment policy states a maximum
percentage of either Fund's assets that may be invested in any security or other
asset, or sets forth a policy regarding quality standards, such a standard or
percentage will be determined immediately after and as a result of such Fund's
acquisition of such security or other asset. Accordingly, any subsequent change
in values, net assets, or other circumstances will not be considered when
determining whether the investment complies with such Fund's investment
objectives and policies.
Each Fund's fundamental investment policies cannot be changed without approval
by a "majority of the outstanding voting securities" (as defined in the
Investment Company Act of 1940) of the Fund. The following are each Fund's
fundamental investment policies set forth in their entirety. The Fund may not:
1. purchase the securities of any issuer (other than securities
issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities) if, as a result, more than 25%
of the Fund's total assets would be invested in the securities
of companies whose principal business activities are in the
same industry;
2. purchase the securities of any issuer if such purchase, at the
time thereof, would cause the Fund to fail to satisfy the
requirements of the Internal Revenue Code Section 851(b)(3)
(or any successor provision), as amended;
3. issue senior securities, except as permitted under the
Investment Company Act of 1940, the rules and regulations
promulgated thereunder or interpretations of the Securities
and Exchange Commission or its staff;
4. borrow money, except that the Fund may borrow money for
temporary or emergency purposes (not for leveraging or
investment) provided that immediately after such borrowing,
the Fund has asset coverage (as defined in the Investment
Company Act of 1940) of at least 300%;
5. act as an underwriter of securities issued by others, except
to the extent the Fund may be deemed to be an underwriter in
connection with the disposition of portfolio securities;
6. invest in securities or other assets that the Board of
Trustees determines to be illiquid if more than 15% of the
Fund's net assets would be invested in such securities;
<PAGE>
7. (a) purchase or sell physical commodities unless acquired as a
result of ownership of securities or other instruments (but
this shall not prevent the Fund from purchasing or selling
options and futures contracts or from investing in securities
or other instruments backed by physical commodities), (b)
invest in oil, gas, or mineral exploration or development
programs or leases, or (c) purchase securities on margin.
8. purchase or sell real estate or make real estate mortgage
loans or invest in real estate limited partnerships, except
that the Fund may purchase and sell securities issued by
entities engaged in the real estate industry or instruments
backed by real estate.
9. make loans, except the Fund may (i) purchase and hold debt
securities in accordance with its investment objective and
policies, and (ii) engage in securities lending as described
in the Prospectus and in the Statement of Additional
Information.
In addition, it is a fundamental investment policy of Ameristock Large Company
Growth Fund to satisfy the requirements for classification of such Fund as a
"diversified" management company within the meaning of the Investment Company
Act of 1940.
The foregoing restrictions, as well as each Fund's investment objective of
seeking capital appreciation, are fundamental policies that may not be changed
without the approval of a majority of the applicable Fund's outstanding voting
securities. A majority of a Fund's outstanding voting securities means the
lesser of (a) more than 50% of the Fund's outstanding voting securities or (b)
67% or more of the voting securities present at a meeting at which more than 50%
of the outstanding voting securities are present or represented by proxy.
MANAGEMENT AGREEMENT
Each Fund employs the Investment Adviser to furnish advisory and other services.
Under the Investment Adviser's contract with each Fund, the Investment Adviser
acts as Investment Adviser and, subject to the supervision of the Board of
Trustees, directs the investments of the Fund in accordance with the Fund's
investment objective, policies, and limitations. The Investment Adviser also
provides the Fund with all necessary office facilities and personnel for
servicing the Fund's investments, and compensates all officers of the Fund, all
Trustees who are "interested persons" of the Fund or the Investment Adviser, and
all personnel of the Fund or of the Investment Adviser performing services
relating to research, statistical, and investment activities.
In addition, the Investment Adviser, subject to the supervision of the Board of
Trustees, provides the management and administration services necessary for the
operation of the Fund. These services include providing facilities for
maintaining the Fund's organization; supervising relations with custodians,
transfer and pricing agents, accountants, underwriters, and other persons
dealing with the Fund; preparing all general shareholder communications and
conducting shareholder relations; maintaining the Fund's records and the
registration of the Fund's shares under federal and state law; developing
management and shareholder services for the Fund; and furnishing reports,
evaluations, and analysis on a variety of subjects to the Board of Trustees.
The Adviser pays all operating expenses of each Fund except for brokerage,
taxes, interest, and extraordinary expenses (including, without limitation,
litigation and indemnification costs and expenses).
<PAGE>
For the services of the Investment Adviser, each Fund pays as compensation a
fee, accrued daily and payable monthly, at an annual rate of 1.00% of Ameristock
Large Company Growth Fund's average net assets and 1.35% of Ameristock Focused
Value Fund's average net assets.
MANAGEMENT OF THE FUND
The Trustees and Officers of the Fund, their business addresses and their
principal occupations during the past five years are set forth below. Those
Trustees who are "interested persons" (as defined in the Investment Company Act
of 1940) by virtue of their affiliation with the Investment Adviser are
indicated by an asterisk (*).
<TABLE>
<CAPTION>
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Name and Business Address Age Position Held with Fund Principal Occupation for Last Five
Years
<S> <C> <C> <C>
------------------------------ -------- ------------------------------------ ---------------------------------------
------------------------------ -------- ------------------------------------ ---------------------------------------
Nicholas D. Gerber* (38) Chairman, President, Treasurer and President Ameristock Corporation,
P.O. Box 6919 Trustee Portfolio Manager of the Fund.
Moraga, CA 94570 Portfolio Manager with Bank of
America helping to manage over
$250 million in commingled and
mutual fund accounts (1993-1995).
------------------------------ -------- ------------------------------------ ---------------------------------------
------------------------------ -------- ------------------------------------ ---------------------------------------
Stephen J. Marsh (47) Trustee Vice-President with FMV Opinions,
P.O. Box 6919 Inc. (1998-Present). Managing
Moraga, CA 94570 Director, The Mentor Group
(1991-1998).
------------------------------ -------- ------------------------------------ ---------------------------------------
------------------------------ -------- ------------------------------------ ---------------------------------------
Alev Efendioglu, PhD. (58) Trustee Professor of Management and Small
P.O. Box 6919 Business Institute Director, McLaren
Moraga, CA 94570 School of Business, University of San
Francisco (1977-Present).
------------------------------ -------- ------------------------------------ ---------------------------------------
------------------------------ -------- ------------------------------------ ---------------------------------------
</TABLE>
The Trustees of the Fund who are employees or Trustees of the Investment Adviser
receive no compensation from the Fund. Each of the other Trustees is paid an
annual retainer of $1.00 and is reimbursed for the expenses of attending
meetings.
Each Fund and the Investment Adviser have adopted a Code of Ethics under Rule
17j-1 of the Investment Company Act of 1940. The Code of Ethics permits
personnel subject to the Code to invest in securities that may be purchased or
held by the Fund, except that each such person may not purchase or sell any
security which, to his actual knowledge at the time of such purchase or sale (a)
is being considered for purchase or sale by the Fund or (b) is being purchased
or sold by the Fund.
OWNERSHIP OF SHARES
The only person known by the Funds to be holders of record or beneficially of 5%
or more of the shares of either Fund as of November 3, 2000 was Ameristock
Corporation, which owned 100% of the shares of each Fund.
As of November 3, 2000, all Officers and Trustees as a group beneficially owned
100% of the outstanding shares of each Fund. The shares of each Fund owned by
Ameristock Corporation are deemed to be beneficially owned by Nicholas D.
Gerber, Chairman of the Fund and the President and majority shareholder of
Ameristock Corporation.
<PAGE>
PORTFOLIO TURNOVER
While it is difficult to predict, the Investment Adviser expects that the annual
portfolio turnover rate will not exceed 100% for Ameristock Large Company Growth
Fund and 200% for Ameristock Focused Value Fund. A greater rate may be
experienced during periods of marketplace volatility which necessitates more
active trading. A higher portfolio turnover rate involves greater transaction
costs to the Fund and may result in the realization of net capital gains which
would be taxable to shareholders when distributed.
PORTFOLIO TRANSACTIONS AND BROKERAGE
Subject to the supervision of the Board of Trustees, decisions to buy and sell
securities for each Fund and negotiation of its brokerage commission rate are
made by the Investment Adviser. Transactions on United States stock exchanges
involve the payment by the Fund of negotiated brokerage commissions. There is
generally no stated commission in the case of securities traded in the
over-the-counter market but the price paid by the Fund usually includes an
undisclosed dealer commission or mark-up. In certain instances, the Fund may
make purchases of underwritten issues at prices which include underwriting fees.
In selecting a broker to execute each transaction, the Investment Adviser will
take the following into consideration: the best net price available; the
reliability, integrity and financial condition of the broker; the size and
difficulty in executing the order; and the value of the expected contribution of
the broker to the investment performance of the Fund on a continuing basis.
Accordingly, the cost of the brokerage commissions to the Fund in any
transaction may be greater than that available from other brokers if the
difference is reasonably justified, determined in good faith by the Investment
Adviser, by other aspects of the portfolio execution services offered such as
research, economic data, and statistical information about companies and
industries, non-inclusive.
SHARE REDEMPTIONS
The right of redemption may be suspended, or the date of payment postponed
beyond the normal seven-day period by each Fund, under the following conditions
authorized by the 1940 Act: (1) for any period (a) during which the New York
Stock Exchange is closed, other than customary weekend and holiday closing, or
(b) during which trading on the New York Stock Exchange is restricted; for any
period during which an emergency exists as a result of (a) disposal by the Fund
of securities owned by it is not reasonably practicable, or (b) it is not
reasonably practicable for the Fund to determine the fair value of its net
assets; and (3) for such other periods as the SEC may by order permit for the
protection of the Fund's shareholders.
The value of shares of each Fund on redemption may be more or less than the
shareholder's cost, depending upon market value of the Fund's assets at the
time. Shareholders should note that if a loss has been realized on the sale of
shares of the Fund, the loss may be disallowed for tax purposes if shares of the
same Fund are purchased within (before or after) 30 days of the sale.
<PAGE>
Each Fund has elected to be governed by Rule 18f-1 under the Investment Company
Act of 1940 pursuant to which such Fund is obligated during any 90 day period to
redeem shares for any one shareholder of record solely in cash up to the lesser
of $250,000 or 1% of the net asset value of such Fund at the beginning of such
period. Should a redemption exceed such limitation, a Fund may deliver, in lieu
of cash, readily marketable securities from its portfolio. The securities
delivered will be selected at the sole discretion of such Fund, will not
necessarily be representative of the entire portfolio and may be securities
which the Fund would otherwise sell. The redeeming shareholder will usually
incur brokerage costs in converting the securities to cash. The method of
valuing securities used to make the redemptions in kind will be the same as the
method of valuing portfolio securities and such valuation will be made as of the
same time the redemption price is determined.
<PAGE>
TAXATION OF THE FUNDS
Each Fund intends to qualify each year as a "regulated investment company" under
the requirements of Subchapter M of the Internal Revenue Code of 1986, as
amended. Qualification as a regulated investment company will result in each
Fund's paying no taxes on net income and net realized capital gains distributed
to shareholders. If these requirements are not met, a Fund will not receive
special tax treatment and will pay federal income tax, thus reducing the total
return of the Fund.
Statements as to the tax status of each shareholder's dividends and
distributions will be mailed annually by the Fund's transfer agent. Shareholders
are urged to consult their own tax advisors regarding specific questions as to
Federal, state or local taxes.
PERFORMANCE INFORMATION
From time to time, quotations of each Fund's performance may be included in
advertisements, sales literature or reports to shareholders or prospective
investors. Each Fund may also compare its performance figures to the performance
of unmanaged indices which may assume reinvestment of dividends or interest but
generally do not reflect deductions for administrative and management costs.
Examples include, but are not limited to, the Dow Jones Industrial Average, the
Consumer Price Index, Standard & Poor's 500 Composite Price Index (the "S&P
500"), the various NASDAQ indices, and the Wilshire 5000. In addition, the Fund
may compare its performance to the performance of broad groups of mutual funds
with similar investment goals, as tracked by independent organizations such as
Investment Company Data, Inc., Lipper Analytical Services, Inc., CDA Investment
Technologies, Inc., Morningstar, Inc., Ibbotsen Associates, Value Line Mutual
Fund Survey, and other independent organizations. Also, each Fund may refer to
its ratings and related analysis supporting the ratings from these or other
independent organizations.
From time to time, each Fund may compare its performance against inflation with
the performance of other instruments against inflation, such as short-term
Treasury Bills (which are direct obligations of the U.S. Government) and FDIC-
insured bank money market or certificate of deposit accounts. In addition,
advertising for the Fund may indicate that investors may consider diversifying
their investment portfolios in order to seek protection of the value of their
assets against inflation. From time to time advertising materials for the Fund
may refer to, or include commentary by the Fund's portfolio managers relating to
their respective investment strategies, asset growth, current or past business,
political, economic or financial conditions and other matters of general
interest to investors. In addition, from time to time, advertising materials for
the Funds may include information concerning retirement and investing for
retirement, including information provided by the Social Security
Administration, and may refer to the approximate number of then current Fund
shareholders.
Each Fund may compare its performance to various capital markets such as common
stocks, long-term government bonds, Treasury bills, and the U.S. rate of
inflation as these figures are provided by Ibbotsen Associates and other
independent organizations. Each Fund may also use the performance of these
capital markets in order to demonstrate general risk versus reward investment
scenarios. In addition, each Fund may quote financial or business publications
and periodicals, including model portfolios or allocations, as they relate to
fund management, investment philosophy, and investment techniques.
Each Fund may quote its performance in various ways. All performance information
supplied by the Fund in advertising is historical and is not intended to
indicate future returns. A Fund's share price and total returns fluctuate in
response to market conditions and other factors, and the value of Fund shares
may be more or less than their original cost.
<PAGE>
Total returns quoted in advertising reflect all aspects of a Fund's return
including the effect of reinvesting dividends and capital gain distributions,
and any change in the Fund's net asset value per share (NAV) over the period.
Average annual returns are calculated by determining the growth or decline in
value of a hypothetical historical investment in the Fund over a stated period,
and then calculating the annually compounded percentage rate that would have
produced the same result if the rate of growth or decline in value had been
constant over the period. For example, a cumulative return of 100% over ten
years would produce an average annual total return of 7.18%, which is the steady
annual rate of return that would equal 100% growth on a compounded basis in ten
years. While average annual returns are a convenient means of comparing
investment alternatives, the Fund's performance is not consistent over time, but
changes from year to year, and that average annual returns represent figures as
opposed to the actual year-to-year performance of the Fund. The formula for
determining annual average total return expressed as a percentage is:
T = (ERV/P) 1/n - 1
Where:
T = average annual total return
P = a hypothetical initial investment of $1,000
n = number of years.
EVR = ending redeemable value: ERV is the value, at the end of
the applicable period, of a hypothetical $1,000 investment
made at the beginning of the applicable period.
In addition to average annual total returns, the Fund may quote unaveraged or
cumulative total returns reflecting the simple change in value of an investment
over a stated period. Average annual and cumulative returns may be quoted as a
percentage change or as a dollar amount, and may be calculated for a single
investment, a series of investments, or a series of redemptions, over any time
period. Total returns may be broken down into their component parts of income
and capital (including capital gains and changes in share price) in order to
illustrate the relationship of these factors and their contribution to total
return.
ADDITIONAL INFORMATION
Each Fund is an open-end management investment company and is a portfolio of
Davis Park Series Trust, a Delaware business trust organized on August 17, 2000
(the "Trust"). The Trust's Declaration of Trust authorizes the Board of Trustees
to issue an unlimited number of shares of each Fund. Each share of each Fund has
equal voting, dividend, distribution and liquidation rights. In the event that
Ameristock Corporation ceases to be the investment advisor, the right of each
Fund to use the identifying name "Ameristock" may be withdrawn.
Firstar Bank, N.A., Cincinnati, Ohio, is the custodian of the assets of each
Fund. The custodian is responsible for the safekeeping of each Fund's assets and
the appointment of sub-custodians and clearing agencies. The custodian takes no
part in determining the investment policies of either Fund or in deciding which
securities are purchased or sold by each Fund. Each Fund may, however, invest in
obligations of the custodian and may purchase securities from or sell securities
to the custodian. The Investment Adviser, its Officers and Directors, and the
Fund's Trustees may from time to time have transactions with various banks,
including banks servings as custodians for assets advised by the Investment
Adviser. There have been no transactions of this sort to date with the
Custodian.
<PAGE>
The Financial Statements of the Fund included in this Statement of Additional
Information have been so included in reliance on the report of McCurdy &
Associates, Inc., independent certified public accountant, given on the
authority of that firm as experts in accounting and auditing.
[Financial Statements to follow this page]
<PAGE>
To The Shareholders and Trustees
Davis Park Series Trust:
We have audited the accompanying statement of assets and liabilities of Davis
Park Series Trust (comprising, respectively, Ameristock Large Company Growth
Fund and Ameristock Focused Value Fund) as of November 6, 2000. This financial
statement is the responsibility of the Trust'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
statement of assets and liabilities presentation. Our procedures included
confirmation of cash held by the custodian as of November 6, 2000, by
correspondence with the custodian. We believe that our audit 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 each of the
respective portfolios constituting the Davis Park Series Trust as of November 6,
2000, in conformity with generally accepted accounting principles.
/s/ McCurdy & Associates CPA's, Inc.
McCurdy & Associates CPA's, Inc.
Westlake, Ohio
November 6, 2000
<PAGE>
DAVIS PARK SERIES TRUST
STATEMENT OF ASSETS AND LIABILITIES
NOVEMBER 6, 2000
Ameristock Ameristock
Large Company Focused
Growth Fund Value Fund
ASSETS:
Cash in Bank $10,000 $90,000
------- -------
Total Assets $10,000 $90,000
------- -------
LIABILITIES: $ 0 $ 0
------- -------
Total Liabilities $ 0 $ 0
------- -------
NET ASSETS $10,000 $90,000
------- -------
NET ASSETS CONSIST OF:
Capital Paid In $10,000 $90,000
------- -------
OUTSTANDING SHARES 666.67 6,000.00
NET ASSET VALUE PER SHARE $15.00 $15.00
OFFERING PRICE PER SHARE $15.00 $15.00
See Accountants' Audit Report
<PAGE>
DAVIS PARK SERIES TRUST
NOTES TO FINANCIAL STATEMENTS
November 6, 2000
1. ORGANIZATION
Each Fund is an open-end management investment company and is a
portfolio of Davis Park Series Trust, a Delaware business trust
organized on August 17, 2000 (the "Trust"). The Trust's Declaration of
Trust authorizes the Board of Trustees to issue an unlimited number of
shares of each Fund. Each share of each Fund has equal voting, dividend,
distribution and liquidation rights. In the event that Ameristock
Corporation ceases to be the investment adviser, the right of each Fund
to use the identifying name "Ameristock" may be withdrawn.
The primary investment objective of the Ameristock Large Company Growth
Fund is to seek capital appreciation.
The primary investment objective of the Ameristock Focused Value Fund is
to seek capital appreciation.
Each Fund uses an independent custodian and transfer agent. No
transactions other than those relating to organizational matters and the
sale of 666.67 shares of Ameristock Large Company Growth Fund and
6,000.00 shares of Ameristock Focused Value Fund have taken place to
date.
2. RELATED PARTY TRANSACTIONS
The only person known by the Funds to be holders of record or
beneficially of 5% or more of the shares of either Fund as of November
6, 2000 was Ameristock Corporation, which owned 100% of the shares of
each Fund.
As of November 6, 2000, all Officers and Trustees as a group
beneficially owned 100% of the outstanding shares of each Fund. The
shares of each Fund owned by Ameristock Corporation are deemed to be
beneficially owned by Nicholas D. Gerber, Chairman of the Fund and the
President and majority shareholder of Ameristock Corporation.
Each Fund employs Ameristock Corporation (the "Investment Adviser") to
furnish advisory and other services. Under the Investment Adviser's
contract with each Fund, the Investment Adviser acts as Investment
Adviser and, subject to the supervision of the Board of Trustees,
directs the investments of the Fund in accordance with the Fund's
investment objective, policies, and limitations. The Investment Adviser
also provides the Fund with all necessary office facilities and
personnel for servicing the Fund's investments, and compensates all
officers of the Fund, all Trustees who are "interested persons" of the
Fund or the Investment Adviser, and all personnel of the Fund or of the
Investment Adviser performing services relating to research,
statistical, and investment activities.
In addition, the Investment Adviser, subject to the supervision of the
Board of Trustees, provides the management and administration services
necessary for the operation of the Fund. These services include
providing facilities for maintaining the Fund's organization;
supervising relations with custodians, transfer and pricing agents,
accountants, underwriters, and other persons dealing with the
<PAGE>
DAVIS PARK SERIES TRUST
NOTES TO FINANCIAL STATEMENTS (CONT'D)
November 6, 2000
2. RELATED PARTY TRANSACTIONS (Cont'd)
Fund; preparing all general shareholder communications and conducting
shareholder relations; maintaining the Fund's records and the
registration of the Fund's shares under federal and state law;
developing management and shareholder services for the Fund; and
furnishing reports, evaluations, and analysis on a variety of subjects
to the Board of Trustees.
The Adviser pays all operating expenses of each Fund except for
brokerage, taxes, interest, extraordinary expenses (including, without
limitation, litigation and indemnification costs and expenses).
For the services of the Investment Adviser, each Fund pays as
compensation a fee, accrued daily and payable monthly, at an annual rate
of 1.00% of Ameristock Large Company Growth Fund's average net assets
and 1.35% of Ameristock Focused Value Fund's average net assets.
3. CAPITAL STOCK AND DISTRIBUTION
At November 6, 2000 paid in capital amounted to $10,000 for Ameristock
Large Company Growth Fund and $90,000 for Ameristock Focused Value Fund.
Transactions in capital stock were as follows:
Ameristock Ameristock
Large Company Focused
Growth Fund Value Fund
Shares Sold 666.67 6,000.00
Shares Redeemed 0 0
---------- ----------
Net Increase 666.67 6,000.00
---------- ----------
Shares Outstanding 666.67 6,000.00
---------- ----------
<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 Amendment to
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Moraga, State of California, on the 19th day of
December, 2000.
DAVIS PARK SERIES TRUST
By: /s/ Nicholas D. Gerber
Nicholas D. Gerber, Chairman
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
Signature Title Date
By: /s/ Nicholas D. Gerber Chairman, President, December 19, 2000
---------------------------- Treasurer and Trustee
Nicholas D. Gerber
By: /s/ Alev Efendioglu Trustee December 19, 2000
------------------------------
Alev Efendioglu, PhD
By: /s/ Stephen J. Marsh Trustee December 19, 2000
------------------------------
Stephen J. Marsh