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PROSPECTUS
MARCH 1, 2000
AS AMENDED OCTOBER 20, 2000
SCHRODER SERIES TRUST
INVESTOR SHARES
This Prospectus describes three mutual funds offered by Schroder Series Trust
(the "Trust"). Schroder Investment Management North America Inc. ("Schroder")
manages the Funds.
SCHRODER SMALL CAPITALIZATION VALUE FUND seeks capital appreciation. The
Fund invests primarily in equity securities of companies with small market
capitalizations (generally less than $2.2 billion).
SCHRODER MIDCAP VALUE FUND seeks long-term capital appreciation. The Fund
invests primarily in equity securities of mid-cap companies (companies with
market capitalizations of between $1 billion and $10 billion).
SCHRODER TOTAL RETURN FIXED INCOME FUND seeks maximum long-term total return
consistent with preservation of capital.
You can call the Trust at (800) 464-3108 to find out more about these Funds and
other funds in the Schroder family.
This Prospectus explains what you should know about the Funds before you invest.
Please read it carefully.
NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES
COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS
PROSPECTUS IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
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TABLE OF CONTENTS
<TABLE>
<S> <C>
PAGE
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SUMMARY INFORMATION............................ 2
Schroder Small Capitalization Value Fund..... 3
Schroder MidCap Value Fund................... 4
Schroder Total Return Fixed Income Fund...... 5
FEES AND EXPENSES.............................. 7
PRINCIPAL RISKS AND OTHER STRATEGIES........... 8
MANAGEMENT OF THE FUNDS........................ 13
HOW THE FUNDS' SHARES ARE PRICED............... 15
HOW TO BUY SHARES.............................. 15
HOW TO SELL SHARES............................. 17
EXCHANGES...................................... 18
DIVIDENDS AND DISTRIBUTIONS.................... 19
TAXES.......................................... 19
FINANCIAL HIGHLIGHTS........................... 20
ACCOUNT APPLICATION............................ A-1
</TABLE>
SUMMARY INFORMATION
This summary identifies each Fund's investment objective, principal investment
strategies, and principal risks. It includes bar charts that show how the
investment returns of each Fund's Investor Shares have varied from year to year
by setting forth returns for each full calendar year since the Fund commenced
operations. The table following each bar chart shows how that Fund's average
annual returns for the last year, for the last five years, and/or for the life
of the Fund (as applicable) compare to a broad-based securities market index.
The bar chart and table provide some indication of the risks of investing in the
Fund by showing the variability of its returns and by comparing the Fund's
performance to a broad measure of market performance. PAST PERFORMANCE IS NOT
NECESSARILY AN INDICATION OF FUTURE PERFORMANCE. It is possible to lose money on
investments in the Funds.
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SCHRODER SMALL CAPITALIZATION VALUE FUND
-INVESTMENT OBJECTIVE. To seek capital appreciation.
-PRINCIPAL INVESTMENT STRATEGIES. The Fund normally invests at least 65% of
its assets in equity securities of companies with small market
capitalizations (generally less than $2.2 billion). The Fund invests in a
variety of equity securities, including common and preferred stocks, and
warrants to purchase common and preferred stocks.
Under normal circumstances, the Fund invests primarily in equity securities
Schroder believes to be undervalued relative to similar companies, to the
equity markets overall, or to their own historical market valuations. In
selecting securities for the Fund, Schroder seeks to identify undervalued
companies that may possess, among other characteristics, above average
financial quality, strong management, and dominance in a niche market or a
strong position in a larger market. The Fund will normally invest in no
more than 50 companies.
-PRINCIPAL RISKS. The principal risks of investing in the Fund include the
risk that the value of the equity securities in the portfolio will fall, or
will not appreciate as anticipated by Schroder, due to factors that
adversely affect particular companies in the portfolio. The Fund is
particularly sensitive to this risk because it invests primarily in small
capitalization companies, which tend to be more vulnerable to adverse
developments than larger companies. The Fund is also particularly sensitive
to the risks associated with "value" securities, which are issued by
companies that may have experienced adverse developments or may be subject
to special risks that have caused their securities to be out of favor. The
Fund is also subject to the risk of general declines in the U.S. equity
market.
SCHRODER SMALL CAPITALIZATION VALUE FUND - INVESTOR SHARES
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<CAPTION>
CALENDAR YEAR END ANNUAL RETURN
<S> <C>
1995 23.39%
1996 23.91%
1997 32.13%
1998 -6.19%
1999 4.81%
</TABLE>
During the periods shown above, the highest quarterly return was 22.24% for the
quarter ended June 30, 1999, and the lowest was -19.42% for the quarter ended
September 30, 1998.
<TABLE>
LIFE OF
FUND
AVERAGE ANNUAL TOTAL RETURNS (SINCE
(FOR PERIODS ENDED DECEMBER 31, 1999) ONE YEAR FIVE YEARS 2/16/94)
<S> <C> <C> <C>
Schroder Small Capitalization Value Fund 4.81% 14.71% 11.40%
Russell 2000 Index* 21.26% 16.69% 13.14%
</TABLE>
* The Russell 2000 Index is a market capitalization weighted broad based index
of 2,000 small capitalization U.S. companies.
Please call the Trust at (800) 464-3108 for updated total return information for
the Fund.
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SCHRODER MIDCAP VALUE FUND
-INVESTMENT OBJECTIVE. To seek long-term capital appreciation.
-PRINCIPAL INVESTMENT STRATEGIES. The Fund normally invests at least 65% of
its assets in equity securities of mid-cap companies - companies with
market capitalizations of between $1 billion and $10 billion. The Fund
invests in a variety of equity securities, including common and preferred
stocks, and warrants to purchase common and preferred stocks.
Under normal circumstances, the Fund invests primarily in equity securities
Schroder believes to be undervalued relative to similar companies, to the
equity markets overall, or to their own historical market valuations. In
selecting securities for the Fund, Schroder seeks to identify undervalued
companies that may possess, among other characteristics, above average
financial quality, strong management, and dominance in a niche market or a
strong position in a larger market. The Fund will normally invest in no
more than 50 companies.
-PRINCIPAL RISKS. The principal risks of investing in the Fund include the
risk that the value of the equity securities in the portfolio will fall, or
will not appreciate as anticipated by Schroder, due to factors that
adversely affect particular companies in the portfolio. The Fund is more
sensitive to this risk because it invests primarily in mid-cap companies,
which tend to be more vulnerable to adverse developments than larger
companies (though often less so than small capitalization companies). The
Fund is also particularly sensitive to the risks associated with "value"
securities, which are issued by companies that may have experienced adverse
developments or may be subject to special risks that have caused their
securities to be out of favor. The Fund is also subject to the risk of
general declines in the U.S. equity market.
SCHRODER MIDCAP VALUE FUND - INVESTOR SHARES
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<CAPTION>
CALENDAR YEAR END ANNUAL RETURN
<S> <C>
1998 2.19%
1999 8.26%
</TABLE>
During the periods shown above, the highest quarterly return was 24.26% for the
quarter ended December 31, 1998, and the lowest was -22.19% for the quarter
ended September 30, 1998.
<TABLE>
LIFE OF
FUND
AVERAGE ANNUAL TOTAL RETURNS (SINCE
(FOR PERIODS ENDED DECEMBER 31, 1999) ONE YEAR 8/1/97)
<S> <C> <C>
Schroder MidCap Value Fund 8.26% 7.23%
Standard & Poor's Midcap 400 Index* 14.72% 16.82%
</TABLE>
* The Standard & Poor's Midcap 400 Index is a market weighted composite index of
400 stocks in the middle capitalization sector of the U.S. equities market.
Please call the Trust at (800) 464-3108 for updated total return information for
the Fund.
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SCHRODER TOTAL RETURN FIXED INCOME FUND
-INVESTMENT OBJECTIVE. To seek maximum long-term total return consistent
with preservation of capital.
-PRINCIPAL INVESTMENT STRATEGIES. The Fund normally invests at least 65% of
its assets in fixed-income securities that are of "investment grade"
quality. To be considered of "investment grade" quality, the securities
must be rated (at the time of investment) in one of the four highest grades
by Moody's Investors Service, Inc. or Standard and Poor's Ratings Services,
or determined by Schroder to be of comparable quality. The Fund may invest
the remainder of its assets in securities of below investment grade
quality.
The Fund normally expects to invest in U.S. Government securities and in a
variety of other fixed-income securities, including corporate debt
securities, preferred stocks, and money market instruments. The Fund may
invest up to 20% of its assets in debt securities denominated in currencies
other than the U.S. dollar, including up to 10% of its assets in securities
of developing countries and of private issuers in those countries (which
may also be denominated in currencies other than the U.S. dollar).
The Fund may invest a substantial portion of its assets in mortgage-backed
certificates and other securities representing ownership interests in
mortgage pools, including collateralized mortgage obligations, and in other
types of asset-backed securities. In addition, the Fund may buy or sell a
variety of derivative and related instruments with respect to fixed-income
securities, indices and interest rates for risk management or investment
purposes. These may include short sales, options, futures contracts, and
options on futures contracts.
The Fund may trade its portfolio securities actively to take advantage of
perceived inefficiencies in the fixed-income markets based on Schroder's
research and analyses regarding market sectors, individual issuers, and
market conditions. The Fund's active trading strategy may lead to high
levels of portfolio turnover, which may involve higher Fund expenses and
tax liability for shareholders.
The Fund will normally maintain an average portfolio duration of between
three and seven years. Portfolio duration is a measure of the expected life
of a fixed-income security that was developed as a more precise alternative
to the concept of "term to maturity", and is used to determine the
sensitivity of a security's price to changes in interest rates.
-PRINCIPAL RISKS. The principal risks of investing in the Fund include risks
generally associated with investments in fixed-income securities. These
include the risk that interest rates will rise or fall in ways not
anticipated by Schroder. For instance, if interest rates were to rise, the
value of fixed-income securities held by the Fund would typically fall. The
Fund may hold securities with longer durations, which are particularly
sensitive to interest rate risk. The Fund is also subject to credit risk,
including the risk that the issuer of a fixed-income security will have its
credit rating downgraded or will be unable to pay its obligations when due.
In addition, the Fund may invest up to 35% of its assets in securities
rated below investment grade quality (sometimes referred to as "high-yield
bonds" or "junk bonds"). These lower-rated securities lack outstanding
investment characteristics and have speculative characteristics and are
subject to greater market and credit risks than higher-rated securities.
Additional principal risks of the Fund include those associated with
mortgage-backed securities (including risks relating to unscheduled
prepayment on the mortgages underlying the securities), foreign and
emerging market securities (which entail risks different from, or greater
than, those associated with domestic securities), and the use of derivative
instruments, including short sales. The
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Fund is also subject to the risk that its active trading strategy may not
be successful, which depends greatly on Schroder's ability to analyze and
identify inefficiencies accurately in fixed income markets, sectors, and
issuers, and to predict market movements generally.
SCHRODER TOTAL RETURN FIXED INCOME FUND - INVESTOR SHARES+
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<CAPTION>
CALENDAR YEAR END ANNUAL RETURN
<S> <C>
1995 18.31%
1996 2.04%
1997 8.23%
1998 7.79%
1999 -1.92%
</TABLE>
During the periods shown above, the highest quarterly return was 6.50% for the
quarter ended June 30, 1995, and the lowest was -2.21% for the quarter ended
March 31, 1996.
<TABLE>
LIFE OF
FUND
AVERAGE ANNUAL TOTAL RETURNS (SINCE
(FOR PERIODS ENDED DECEMBER 31, 1999) ONE YEAR FIVE YEARS 2/22/94)
<S> <C> <C> <C>
Schroder Total Return Fixed Income Fund -1.92% 6.67% 4.87%
Lehman Brothers Aggregate Bond Index* -0.82% 7.73% 6.03%
</TABLE>
* The Lehman Brothers Aggregate Bond Index (the "Aggregate Index") is a
composite index which measures the total universe of investment grade
fixed-income securities in the U.S., including government, corporate,
mortgage-backed, asset-backed, and international dollar-denominated bonds, all
with maturities greater than one year. The Aggregate Index has replaced the
Lehman Brothers Government/Corporate Index (a composite of approximately 5,000
investment grade government and corporate debt issues with maturities greater
than one year) as the Fund's comparative index in this Prospectus because
Schroder believes the Aggregate Index is more representative of the Fund's
permissible investment universe. For periods ended December 31, 1999, the One
Year, Five Years, and Life of Fund (since 2/22/94) average annual total
returns of the Lehman Brothers Government/Corporate Index were -2.15%, 7.61%,
and 5.84%, respectively.
+ Effective August 14, 2000, the Fund changed its investment objective and
principal investment strategies; the performance results shown in the bar
chart and table above would not necessarily have been achieved under the
Fund's current investment objective and policies.
The yield on the Fund's Investor Shares for the 30-day period ended January 31,
2000 was 7.16%. Please call the Trust at (800) 464-3108 for more recent yield
information for the Fund.
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FEES AND EXPENSES
THESE TABLES DESCRIBE THE FEES AND EXPENSES THAT YOU MAY PAY IF YOU BUY AND HOLD
INVESTOR SHARES OF THE FUNDS.
SHAREHOLDER FEES (paid directly from your investment):
<TABLE>
<S> <C>
Maximum Sales Load Imposed on Purchases..................... None
Maximum Deferred Sales Load................................. None
Maximum Sales Load Imposed on Reinvested Dividends.......... None
Redemption Fee.............................................. None
Exchange Fee................................................ None
</TABLE>
ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from Fund assets):
<TABLE>
<CAPTION>
SCHRODER
SCHRODER SCHRODER TOTAL RETURN
SMALL MIDCAP FIXED
CAPITALIZATION VALUE INCOME
VALUE FUND(1) FUND(1) FUND(1)
-------------- -------- ------------
<S> <C> <C> <C>
Advisory Fees............................................... 0.95% 0.90% 0.50%
Distribution (12b-1) Fees................................... None None None
Other Expenses.............................................. 0.67 2.40 2.87
------ ----- -----
Total Annual Fund Operating Expenses........................ 1.62 3.30 3.37
Fee Waiver and/or Expense Limitation........................ N/A 1.95(2) 2.87(2)
------ ----- -----
Net Expenses................................................ 1.62 1.35(2) 0.50(2)
</TABLE>
(1) In May 2000, Schroders plc sold its worldwide investment banking business.
In connection with the sale, a substantial percentage of each Fund's assets
was redeemed by participants in retirement accounts previously sponsored by
affiliates of Schroders. The information under Other Expenses, Total Annual
Fund Operating Expenses, Fee Waiver and/or Expense Limitations, and Net
Expenses for each of the Funds has been restated to reflect the effect of
the redemptions. The restated information (which reflects higher expense
estimates than previously shown) assumes that the redemptions occurred as
of October 31, 1999, the end of each Fund's most recent fiscal year.
(2) The Net Expenses shown above for Schroder MidCap Value Fund and Schroder
Total Return Fixed Income Fund reflect the effect of contractually imposed
expense limitations and/or fee waivers, in effect through October 31, 2001,
on the Total Annual Fund Operating Expenses of the Funds.
EXAMPLE
This Example is intended to help you compare the cost of investing in a Fund
with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in Investor Shares of a Fund for the
time periods indicated and then redeem all of your shares at the end of those
periods. The Example also assumes that your investment earns a 5% return each
year and that the Fund's Total Annual Fund Operating Expenses remain the same as
those set forth above (absent the noted Fee Waiver and/or Expense Limitation).
Your actual costs may be higher or lower. Based on these assumptions, your costs
would be:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Schroder Small Capitalization Value Fund $166 $ 515 $ 888 $1,934
Schroder MidCap Value Fund* $338 $1,031 $1,747 $3,640
Schroder Total Return Fixed Income Fund* $346 $1,054 $1,786 $3,726
</TABLE>
* Assuming that each of these Fund's operating expenses remain the same as
the Net Expenses set forth above, based on the other assumptions described
above, your costs would be as follows for 1 year, 3 years, 5 years, and 10
years, respectively:
Schroder MidCap Value Fund -- $138, $430, $744, and $1,632.
Schroder Total Return Fixed Income Fund -- $51, $161, $281, and $633.
7
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PRINCIPAL RISKS AND OTHER STRATEGIES
PRINCIPAL RISKS OF INVESTING IN THE FUNDS
A Fund may not achieve its objective in all circumstances. The following
provides more detail about the Funds' principal risks and the circumstances
which could adversely affect the value of a Fund's shares or its total return or
yield. It is possible to lose money by investing in the Funds.
SCHRODER SMALL CAPITALIZATION VALUE AND SCHRODER MIDCAP VALUE FUNDS
These Funds invest primarily in equity securities. The principal risks of
investing in these Funds include the risk that their portfolio securities will
decline in value due to factors affecting the issuing companies, their
industries, or the equity markets generally. The securities in which these Funds
invest primarily tend to be more vulnerable to adverse developments than larger
capitalization companies.
- GENERAL RISKS OF EQUITY SECURITIES. The values of equity securities may
decline for a number of reasons which directly relate to the issuing
company, such as lower demand for the company's products or services or
poor decisions made by such company's management. Equity securities may
also decline due to factors which affect a particular industry or
industries, such as labor shortages or increased production costs. Equity
securities may also decline due to general market conditions which are
not specifically related to a company or industry, such as adverse
economic conditions, changes in the general outlook for corporate
earnings, changes in interest or currency rates, or adverse investor
sentiment.
- RISKS OF SMALLER CAPITALIZATION COMPANIES. Each of these Funds invests in
companies that are smaller and less well-known than larger, more widely
held companies. Small and mid-cap companies may offer greater
opportunities for capital appreciation than larger companies, but may
also involve certain special risks. They are more likely than larger
companies to have limited product lines, markets or financial resources,
to fail, or to depend on a small, inexperienced management group.
Securities of smaller companies may trade less frequently and in lesser
volume than more widely held securities and their values may fluctuate
more sharply than other securities. They may also trade in the
over-the-counter market or on a regional exchange, or may otherwise have
limited liquidity. These securities may therefore be more vulnerable to
adverse developments than securities of larger companies and the Funds
may have difficulty establishing or closing out their securities
positions in smaller companies at prevailing market prices. Also, there
may be less publicly available information about smaller companies or
less market interest in their securities as compared to larger companies,
and it may take longer for the prices of the securities to reflect the
full value of their issuers' earnings potential or assets.
- VALUE SECURITIES. A principal strategy of each of these Funds is to
invest in securities of companies Schroder believes to be undervalued.
These companies may have experienced adverse business developments or may
be subject to special risks that have caused their securities to be out
of favor. If Schroder's assessment of a company's prospects is wrong, or
if the market does not recognize the value of the company, the price of
its securities may decline or may not approach the value that Schroder
anticipates.
SCHRODER TOTAL RETURN FIXED INCOME FUND
Schroder Total Return Fixed Income Fund invests primarily in fixed-income
securities. The other Funds may also invest a portion of their assets in
fixed-income securities. All fixed-income securities are subject to some degree
of market (or interest rate) risk and credit risk.
- MARKET (INTEREST RATE) RISK OF FIXED-INCOME SECURITIES. The principal
risks of Schroder Total Return Fixed Income Fund include the risk that
interest rates will rise or fall in ways not
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anticipated by Schroder. Changes in the market values of fixed-income
securities are largely an inverse function of changes in the current
level of interest rates. During periods of falling interest rates, the
values of fixed-income securities generally rise. During periods of
rising interest rates, the values of fixed-income securities generally
decline. Fluctuations in the market value of a Fund's fixed-income
securities generally will not affect interest income on securities
already held by the Fund, but will be reflected in the Fund's net asset
value.
When interest rates are falling or remain relatively flat, a fixed-income
portfolio with a longer average maturity or duration will generally
outperform a portfolio with a shorter maturity or duration. On the other
hand, when interest rates are rising, a portfolio with a shorter average
maturity or duration will generally outperform a portfolio with a longer
maturity or duration. In general, fixed-income portfolios with longer
average maturities or durations have a greater potential for total
return, but are also subject to greater levels of market risk and price
volatility than those with shorter maturities or durations.
Depending upon Schroder's current investment outlook and strategy, the
average duration of Schroder Total Return Fixed Income Fund may be
relatively long at times, in which case the Fund would be subject to
relatively high levels of market risk and price volatility.
- CREDIT RISK OF FIXED-INCOME SECURITIES. Credit risk associated with
fixed-income securities relates to the ability of the issuer to make
scheduled payments of principal and interest on an obligation. A
portfolio of fixed-income securities is subject to some degree of risk
that the issuers of the securities will have their credit ratings
downgraded or will default, potentially reducing the portfolio's share
price and income level. Nearly all fixed-income securities are subject to
some credit risk, whether the issuers of the securities are corporations,
states or local governments, or foreign governments. Even certain U.S.
Government securities are subject to credit risk. The Fund will not
necessarily dispose of a security when its rating is reduced below its
rating at the time of purchase, although Schroder will monitor the
investment to determine whether keeping the security will help to achieve
the Fund's investment objective.
Schroder Total Return Fixed Income Fund invests primarily in a portfolio
of higher-rated fixed-income securities which involve a lesser degree of
credit risk than lower quality securities. However, the yield available
from the Fund is generally lower than the yields available from fixed-
income funds that invest primarily in lower quality securities.
- HIGH-YIELD/JUNK BONDS. Schroder Total Return Fixed Income Fund may invest
up to 35% of its assets in securities rated below investment grade.
Lower-rated securities lack outstanding investment characteristics and
have speculative characteristics and are subject to greater credit and
market risks than higher-rated securities. The lower ratings of such
securities reflect a greater possibility that adverse changes in the
financial condition of the issuer or in general economic conditions, or
an unanticipated rise in interest rates, may impair the ability of the
issuer to make payments of interest and principal. This would likely make
the values of lower rated securities held by the Fund more volatile than
those of higher rated securities, and could limit the Fund's ability to
liquidate its securities.
- RISKS OF MORTGAGE-BACKED AND OTHER ASSET-BACKED SECURITIES. Schroder
Total Return Fixed Income Fund may invest a substantial portion of its
assets in mortgage-backed certificates and other securities representing
ownership interests in mortgage pools, including collateralized mortgage
obligations, and in other types of asset-backed securities. Interest and
principal payments on the mortgages underlying mortgage-backed securities
are passed through to the holder of the mortgage-backed securities. The
Fund's investment in mortgage-backed securities may involve special risks
relating to unscheduled prepayment on the mortgages underlying the
securities. Prepayments of principal and interest on mortgages underlying
mortgage-backed securities may result from the voluntary prepayment,
refinancing, or foreclosure of the underlying mortgage loans, and may
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significantly shorten the durations of mortgage-backed securities,
especially during periods of declining interest rates. Similarly, during
periods of rising interest rates, a reduction in the rate of prepayments
may significantly lengthen the durations of such securities.
Mortgage-backed securities may offer yields higher than those available
from many other types of debt securities, but they are less effective
than other types of securities as a means of "locking in" attractive
long-term interest rates. This is caused by the possibility of
significant unscheduled prepayments resulting from declines in mortgage
interest rates. These prepayments would have to be reinvested at the
then-prevailing lower rates. As a result, a Fund's mortgage-backed
securities may have less potential for capital appreciation during
periods of declining interest rates than other fixed-income securities of
comparable maturities, although such obligations may have a comparable
risk of decline in market value during periods of rising interest rates.
Other types of asset-backed securities are subject to risks similar to
those of mortgage-backed securities, including interest rate and
prepayment risks.
- SHORT SALES. Schroder Total Return Fixed Income Fund may sell securities
short. The Fund may sell a security short and borrow the same security
from a broker or other institution to complete the sale when Schroder
anticipates that the price of the security will decline, or when Schroder
attempts to take advantage of temporary disparities in pricing in the
fixed-income securities markets. Short positions may result in a loss if
the market price of the security in question increases between the date
when the Fund enters into the short position and the date when the Fund
closes the short position. Such a loss could theoretically be unlimited
in a case where the Fund is unable, for whatever reason, to close out its
short position. In addition, short positions may result in a loss if a
portfolio strategy of which the short position is a part is otherwise
unsuccessful.
- DERIVATIVES. Schroder Total Return Fixed Income Fund's use of derivative
instruments involves the risk that the instrument may not work as
intended due to unanticipated developments in market conditions or other
causes. Derivatives often involve the risk that the other party to the
transaction will be unable to meet its obligations or that the Fund will
be unable to close out the position at any particular time or at an
acceptable price. When the Fund uses certain types of derivatives for
investment purposes, it could lose more than the original cost of the
investment and its potential loss could be unlimited. Also, suitable
derivative transactions may not be available in all circumstances, and
there can be no assurance that the Fund will engage in these transactions
when that would be beneficial.
- FOREIGN SECURITIES AND CURRENCIES. Schroder Total Return Fixed Income
Fund may invest a portion of its assets in foreign securities.
Investments in foreign securities entail certain risks. There may be a
possibility of nationalization or expropriation of assets, confiscatory
taxation, political or financial instability, and diplomatic developments
that could affect the value of the Fund's investments in certain foreign
countries. Since foreign securities normally are denominated and traded
in foreign currencies, the values of the Fund's assets may be affected
favorably or unfavorably by currency exchange rates, currency exchange
control regulations, foreign withholding taxes, and restrictions or
prohibitions on the repatriation of foreign currencies. There may be less
information publicly available about a foreign issuer than about a U.S.
issuer, and foreign issuers are not generally subject to accounting,
auditing, and financial reporting standards and practices comparable to
those in the United States. The securities of some foreign issuers are
less liquid and at times more volatile than securities of comparable U.S.
issuers. Foreign settlement procedures and trade regulations may involve
certain other risks (such as delay in payment or delivery of securities
or in the recovery of the Fund's assets held abroad) and expenses not
present in the settlement of domestic investments.
In addition, legal remedies available to investors in certain foreign
countries may be more limited than those available to investors in the
United States or in other foreign countries. The willingness and ability
of foreign governmental entities to pay principal and interest on
government securities
10
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depends on various economic factors, including the issuer's balance of
payments, overall debt level, and cash-flow considerations related to the
availability of tax or other revenues to satisfy the issuer's
obligations. If a foreign governmental entity defaults on its obligations
on the securities, the Fund may have limited recourse available to it.
The laws of some foreign countries may limit the Fund's ability to invest
in securities of certain issuers located in those countries.
To the extent that the Fund purchases securities denominated in foreign
currencies, a change in the value of any such currency against the U.S.
dollar will result in a change in the U.S. dollar value of the Fund's
assets and the Fund's income available for distribution. Officials in
foreign countries may from time to time take actions in respect of their
currencies, which could significantly affect the value of a Fund's assets
denominated in those currencies or the liquidity of such investments. For
example, a foreign government may unilaterally devalue its currency
against other currencies, which would typically have the effect of
reducing the U.S. dollar value of investments denominated in that
currency. A foreign government may also limit the convertibility or
repatriation of its currency or assets denominated in its currency, which
would adversely affect the U.S. dollar value and liquidity of investments
denominated in that currency. In addition, although at times most of the
Fund's income may be received or realized in these currencies, the Fund
will be required to compute and distribute its income in U.S. dollars. As
a result, if the exchange rate for any such currency declines after the
Fund's income has been earned and translated into U.S. dollars but before
payment to shareholders, the Fund could be required to liquidate
portfolio securities to make such distributions. Similarly, if the Fund
incurs an expense in U.S. dollars and the exchange rate declines before
the expense is paid, the Fund would have to convert a greater amount of
U.S. dollars to pay for the expense at that time than it would have had
to convert at the time the Fund incurred the expense. The Fund may, but
is not required to, buy or sell foreign currencies and options and
futures contracts on foreign currencies for hedging purposes in
connection with its foreign investments.
Special tax considerations apply to foreign securities. In determining
whether to invest the Fund's assets in debt securities of foreign
issuers, Schroder considers the likely impact of foreign taxes on the net
yield available to the Fund and its shareholders. Income and/or gains
received by the Fund from sources within foreign countries may be reduced
by withholding and other taxes imposed by such countries. Tax conventions
between certain countries and the United States may reduce or eliminate
such taxes. Any such taxes paid by the Fund will reduce its income
available for distribution to shareholders. In certain circumstances, the
Fund may be able to pass through to shareholders credits for foreign
taxes paid.
- EMERGING MARKETS. Schroder Total Return Fixed Income Fund may invest up
to 10% of its assets in securities of developing or "emerging market"
countries (which may be denominated in currencies other than the U.S.
dollar). These include securities of issuers that are organized or
operate principally in an emerging market country.
The prices of securities of issuers in emerging market countries are
subject to greater volatility than those of issuers in more developed
countries. Investments in emerging market countries may present market,
credit, currency, liquidity, legal, political, and other risks different
from, or greater than, the risks of investing in developed foreign
countries. See "Foreign Securities and Currencies" above. For example,
the securities markets and legal systems in emerging market countries may
only be in a developmental stage and may provide few, or none, of the
advantages or protections or markets or legal systems available in more
developed countries. Emerging market countries may experience extremely
high rates of inflation, which may adversely affect those countries'
economies and securities markets.
ADDITIONAL INFORMATION REGARDING PRINCIPAL INVESTMENT STRATEGIES
The following provides additional information regarding the Funds' principal
investment strategies not discussed in the Summary Information section above.
11
<PAGE>
- TEMPORARY DEFENSIVE STRATEGIES. At times, Schroder may judge that
conditions in the securities markets make pursuing a Fund's basic
investment strategy inconsistent with the best interests of its
shareholders. At such times, Schroder may temporarily use alternate
investment strategies primarily designed to reduce fluctuations in the
value of a Fund's assets. In implementing these "defensive" strategies,
the Fund would invest in high-quality fixed-income securities, cash, or
money market instruments to any extent Schroder considers consistent with
such defensive strategies. It is impossible to predict when, or for how
long, a Fund will use these alternate strategies. One risk of taking such
temporary defensive positions is that the Fund may not achieve its
investment objective.
- CHANGES IN INVESTMENT OBJECTIVES AND POLICIES. The investment objectives
and policies of each Fund may, unless otherwise specifically stated, be
changed by the Trustees of the Trust without a vote of the shareholders.
- PERCENTAGE INVESTMENT LIMITATIONS. Unless otherwise noted, all percentage
limitations on Fund investments listed in this Prospectus will apply at
the time of investment. An investment by a Fund would not be considered
to violate these limitations unless an excess or deficiency were to occur
or exist immediately after and as a result of an investment.
OTHER INVESTMENT STRATEGIES AND TECHNIQUES
In addition to the principal investment strategies described in the Summary
Information section above, the Funds may at times, but are not required to, use
the strategies and techniques described below, which involve certain special
risks. This Prospectus does not attempt to disclose all of the various
investment techniques and types of securities that Schroder might use in
managing the Funds. As in any mutual fund, investors must rely on the
professional investment judgment and skill of the Fund's adviser.
- SECURITIES LOANS AND REPURCHASE AGREEMENTS. Each Fund may lend portfolio
securities amounting to not more than 25% of its total assets to
broker-dealers, and may enter into repurchase agreements on up to 25% of
its total assets. These transactions must be fully collateralized at all
times, but involve some risk to a Fund if the other party should default
on its obligation and the Fund is delayed or prevented from realizing the
collateral.
- WHEN-ISSUED, DELAYED DELIVERY, AND FORWARD COMMITMENT TRANSACTIONS. Each
Fund may purchase securities on a when-issued, delayed delivery, or
forward commitment basis. These transactions involve a commitment by the
Fund to purchase a security for a predetermined price or yield, with
payments and delivery taking place more than seven days in the future, or
after a period longer than the customary settlement period for that type
of security. These transactions may increase the overall investment
exposure for a Fund and involve a risk of loss if the value of the
securities declines prior to the settlement date.
- U.S. GOVERNMENT SECURITIES. A Fund may invest in U.S. Government
securities. U.S. Government securities include a variety of securities
that differ in their interest rates, maturities, and dates of issue.
Securities issued or guaranteed by agencies or instrumentalities of the
U.S. Government may or may not be supported by the full faith and credit
of the United States or by the right of the issuer to borrow from the
U.S. Treasury.
- VARIABLE AND FLOATING RATE INSTRUMENTS. Certain obligations purchased by
Schroder Total Return Fixed Income Fund may be variable or floating rate
instruments and may involve a demand or interest rate reset feature.
Variable or floating rate instruments bear interest at a rate which
varies with changes in market rates. The holder of an instrument with a
demand feature may tender the instrument back to the issuer at par value
prior to maturity. When interest rates fall, variable and floating rate
instruments generally will not increase in value as much as fixed-rate
instruments of similar credit quality, although they will generally lose
less value than similarly rated fixed-rate instruments when interest
rates rise. When determining the maturity of a variable or floating rate
12
<PAGE>
instrument, a Fund may look to the date the demand feature can be
exercised, or to the date the interest rate is readjusted, rather than to
the stated maturity of the instrument. The absence of an active secondary
market for these instruments could make it difficult for the Fund to
dispose of them.
- ZERO-COUPON BONDS. Each Fund may invest in zero-coupon bonds. Zero-coupon
bonds are issued at a significant discount from face value and pay
interest only at maturity rather than at intervals during the life of the
security. Zero-coupon bonds allow an issuer to avoid the need to generate
cash to meet current interest payments and, as a result, may involve
greater credit risk than bonds that pay interest currently. A Fund
investing in zero-coupon bonds is required to distribute the income on
these securities as the income accrues, even though the Fund is not
receiving the income in cash on a current basis. Thus, the Fund may have
to sell other investments, including when it may not be advisable to do
so, to make income distributions.
- DERIVATIVE INSTRUMENTS. A Fund may buy or sell a variety of derivative
instruments to gain exposure to particular securities or markets, in
connection with hedging transactions, and to increase total return. These
may include short sales, options, futures, and indices, for example.
Derivatives involve the risk that they may not work as intended due to
unanticipated developments in market conditions or other causes. Also,
derivatives often involve the risk that the other party to the
transaction will be unable to meet its obligations or that the Fund will
be unable to close out the position at any particular time or at an
acceptable price. Certain derivatives, including short sales, could lead
to losses for a Fund, which could theoretically be unlimited.
- PORTFOLIO TURNOVER. The length of time a Fund has held a particular
security is not generally a consideration in investment decisions. The
investment policies of a Fund may lead to frequent changes in the Fund's
investments, particularly in periods of volatile market movements. A
change in the securities held by a Fund is known as "portfolio turnover."
Portfolio turnover generally involves some expense to a Fund, including
brokerage commissions or dealer mark-ups and other transaction costs on
the sale of securities and reinvestment in other securities. Such sales
may increase the amount of capital gains (and, in particular, short-term
gains) realized by the Funds, on which shareholders may pay tax. Schroder
Total Return Fixed Income Fund had, relative to prior years, a high
portfolio turnover rate (300.53%) during the fiscal year ended
October 31, 1999 due to an active portfolio management strategy used for
the Fund. Schroder expects to continue to use an active strategy for the
Fund in future periods.
- GROWTH SECURITIES. Schroder Small Capitalization Value Fund and Schroder
MidCap Value Fund may invest in securities of companies that Schroder
believes have earnings that will grow relatively rapidly. These growth
securities typically trade at higher multiples of current earnings than
other securities. Therefore, the values of growth securities may be more
sensitive to changes in current or expected earnings than the values of
other securities.
- OTHER INVESTMENTS. The Funds may also invest in other types of securities
and utilize a variety of investment techniques and strategies which are
not described in this Prospectus. These securities and techniques may
subject the Funds to additional risks. Please see the Statement of
Additional Information for additional information about the securities
and investment techniques described in this Prospectus and about
additional techniques and strategies that may be used by the Funds.
MANAGEMENT OF THE FUNDS
The Trust is governed by a Board of Trustees, which has retained Schroder to
manage the investments of each Fund. Subject to the control of the Trustees,
Schroder also manages the Funds' other affairs and business.
13
<PAGE>
Schroder (itself and together with its predecessors) has been an investment
manager since 1962, and currently serves as investment adviser to the Funds,
other mutual funds, and a broad range of institutional investors. Schroder's
ultimate parent, Schroders plc, and its affiliates currently engage in the asset
management business, and as of June 30, 2000, had in the aggregate assets under
management of approximately $217 billion.
- INVESTMENT ADVISORY FEES PAID BY THE FUNDS. For the fiscal year ended
October 31, 1999, SCHRODER SMALL CAPITALIZATION VALUE FUND paid
investment advisory fees to Schroder at the rate of 0.95% based on the
average daily net assets of the Fund. SCHRODER MIDCAP VALUE FUND and
SCHRODER TOTAL RETURN FIXED INCOME FUND paid no investment advisory fees
during the period, reflecting expense limitations and/or fee waivers in
effect during the period.
- EXPENSE LIMITATIONS AND WAIVERS. In order to limit the Funds' expenses,
Schroder is contractually obligated to reduce its compensation (and, if
necessary, to pay certain other Fund expenses) until October 31, 2001 to
the extent that each Fund's total operating expenses attributable to its
Investor Shares exceed the following annual rates (based on the average
daily net assets of each Fund taken separately): SCHRODER SMALL
CAPITALIZATION VALUE FUND - 1.70%; SCHRODER MIDCAP VALUE FUND - 1.35%;
and SCHRODER TOTAL RETURN FIXED INCOME FUND - 0.50%.
- PORTFOLIO MANAGERS. Schroder's investment decisions for each of the Funds
are generally made by an investment manager or an investment team, with
the assistance of an investment committee. The following portfolio
managers have had primary responsibility for making investment decisions
for the noted Funds since the years shown below. Their recent
professional experience is also shown.
<TABLE>
<CAPTION>
SCHRODER FUND PORTFOLIO MANAGER SINCE RECENT PROFESSIONAL EXPERIENCE
------------- ------------------------ ------------------------ ------------------------------
<S> <C> <C> <C>
Small Capitalization Nancy B. Tooke Inception (1994) Employed as an investment
Value Fund professional at Schroder and
its predecessors since 1989.
Ms. Tooke is a Director and an
Executive Vice President of
Schroder.
MidCap Value Fund Nancy B. Tooke Inception (1997) See above.
Total Return Fixed Robert C. Michele 1998 Employed as an investment
Income Fund professional at Schroder since
1998. Mr. Michele is a
Director and Managing Director
of Schroder. Prior to joining
Schroder, Mr. Michele served
as a Managing Director and
Portfolio Manager at Black
Rock Financial Management from
1995 to 1998, and as a
Director at CS First Boston
Investment Management from
1993 to 1995.
</TABLE>
14
<PAGE>
HOW THE FUNDS' SHARES ARE PRICED
Each Fund calculates the net asset value of its Investor Shares by dividing the
total value of its assets attributable to its Investor Shares, less its
liabilities attributable to those shares, by the number of Investor Shares
outstanding. Shares are valued as of the close of regular trading on the New
York Stock Exchange (normally 4:00 p.m., Eastern Time) each day the Exchange is
open. The Trust expects that days, other than weekend days, that the Exchange
will not be open are New Years Day, Martin Luther King, Jr. Day, Presidents Day,
Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and
Christmas Day. The Funds value their portfolio securities for which market
quotations are readily available at market value. Short-term investments that
will mature in 60 days or less are stated at amortized cost, which approximates
market value. The Funds value securities and assets for which market values are
not ascertainable at their fair values as determined in accordance with
procedures adopted by the Board of Trustees.
HOW TO BUY SHARES
Through Schroder Fund Advisors Inc., the distributor of the Trust's shares, the
Trust sells Investor Shares of the Funds at their net asset value without any
sales charges or loads, so that the full amount of your purchase payment is
invested in the Fund you select.
You may purchase Investor Shares of each Fund by completing the Account
Application included with this Prospectus, and sending payment by check or wire
as described below. Additional Account Applications may be obtained from the
Trust's transfer agent, Boston Financial Data Services, Inc. (the "Transfer
Agent"), at the addresses listed below under "Purchases by Check", or by calling
the Trust at (800) 464-3108. The Trust or the Transfer Agent may request and
delay acceptance of your order pending receipt of additional documentation, such
as copies of corporate resolutions and instructions of authority, from
corporations, administrators, executors, personal representatives, directors, or
custodians.
Investor Shares of each of the Funds are sold at their net asset value next
determined after the Trust receives your order. In order for you to receive the
Fund's next determined net asset value, the Trust must receive your order before
the close of regular trading on the New York Stock Exchange.
INVESTMENT MINIMUMS
The minimum investments for initial and additional purchases of Investor Shares
of each Fund are as follows:
<TABLE>
<CAPTION>
INITIAL ADDITIONAL
INVESTMENT INVESTMENTS
---------- -----------
<S> <C> <C>
Regular Accounts $10,000 $1,000
Traditional IRAs $ 2,000 $ 250
</TABLE>
The Trust may, in its sole discretion, accept smaller initial or subsequent
investments. None of the Funds issues share certificates.
You also may meet the minimum initial investment requirement based on cumulative
purchases by means of a written Statement of Intention, expressing your
intention to invest at least the minimum investment amount applicable to a
particular Fund, or more, in Investor Shares within 13 months. You may enter
into a Statement of Intention in conjunction with your initial investment in
Investor Shares by completing the appropriate section of the Account
Application. Current Fund shareholders can obtain a Statement of
15
<PAGE>
Intention form by contacting the Transfer Agent. The Trust reserves the right to
redeem your shares in a Fund if you do not invest at least the minimum initial
investment amount applicable to your account by the end of the Statement of
Intention period (taking into account amounts you redeem during the period).
The Trust is authorized to reject any purchase order and to suspend the offering
of its shares for any period of time. The Trust may also change any investment
minimum from time to time.
PURCHASES BY CHECK
You may purchase shares of a Fund by mailing a check (in U.S. dollars) payable
to (i) Schroder Series Trust, if you are purchasing shares of two or more Funds,
accompanied by written instructions as to how the check amount should be
allocated among the Funds whose shares you are purchasing, or (ii) the name of
the Fund to be purchased (I.E., Schroder Small Capitalization Value Fund) if you
are purchasing shares of a single Fund. Third-party checks will not be accepted.
For initial purchases, your check must be accompanied by a completed Account
Application in proper form. You should direct your check and your completed
Account Application as follows:
<TABLE>
<CAPTION>
REGULAR MAIL OVERNIGHT OR EXPRESS MAIL
------------ -------------------------
<S> <C>
Schroder Mutual Funds Boston Financial Data Services, Inc.
P.O. Box 8507 Attn: Schroder Mutual Funds
Boston, MA 02266 66 Brooks Drive
Braintree, MA 02184
</TABLE>
Your payments should clearly indicate the shareholder's name and account number,
if applicable.
PURCHASES BY BANK WIRE/TELEPHONE
If you make your initial investment by wire, your order must be preceded by a
completed Account Application. Upon receipt of the Application, the Trust will
assign you an account number and your account will become active. Wire orders
received prior to the close of trading on the New York Stock Exchange (normally
4:00 p.m., Eastern Time) on each day the Exchange is open for trading will be
processed at the net asset value next determined as of the end of that day. Wire
orders received after that time will be processed at the net asset value next
determined thereafter.
Once you have an account number, you may purchase Investor Shares by telephoning
the Transfer Agent at (800) 464-3108 to give notice that you will be sending
funds by wire, and then arranging with your bank to wire funds to the Trust. In
order to purchase shares by telephone, you must complete the appropriate section
of the Account Application. Your purchase will not be processed until the Trust
has received the wired funds.
Federal Reserve Bank wire instructions are as follows:
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110
ABA No.: 011000028
Attn: Schroder Mutual Funds
DDA No.: 9904-650-0
FBO: Account Registration
A/C: Mutual Fund Account Number
Name of Fund
16
<PAGE>
The wire order must specify the name of the Fund, the account name and number,
address, confirmation number, amount to be wired, name of the wiring bank, and
name and telephone number of the person to be contacted in connection with the
order.
In an effort to prevent unauthorized or fraudulent purchase or redemption
requests by telephone, the Transfer Agent will follow reasonable procedures to
confirm that telephone instructions are genuine. The Transfer Agent and the
Trust generally will not be liable for any losses due to unauthorized or
fraudulent purchase or redemption requests, but either or both may be liable if
they do not follow these procedures.
If six months have passed since correspondence to the shareholder's address of
record is returned then, unless the Transfer Agent determines the shareholder's
new address, dividends and other distributions that have been returned to the
Transfer Agent will be reinvested in the applicable Fund(s), and the checks will
be canceled.
AUTOMATIC PURCHASES
You can make regular investments of $100 or more per month or quarter in
Investor Shares of a Fund through automatic deductions from your bank account.
Please complete the appropriate section of the Account Application if you would
like to utilize this option. For more information, please call (800) 464-3108.
OTHER PURCHASE INFORMATION
Investor Shares of each Fund may be purchased for cash or in exchange for
securities held by the investor, subject to the determination by Schroder that
the securities are acceptable. Investors interested in purchases through
exchange should telephone the Trust at (800) 464-3108.
Because excessive trading can hurt Fund performance, operations and
shareholders, each Fund reserves the right to reject or restrict the amount of
any investment, or to revise or terminate the exchange privilege, limit the
amount or number of exchanges, or reject any exchange described under
"Exchanges" below, if the Fund or Schroder believes that the investor in
question is engaged in "market timing" activities or similar activities that may
be harmful to the Fund or its shareholders.
Schroder Fund Advisors Inc., Schroder, or their affiliates may, at their own
expense and out of their own assets, provide compensation to dealers or other
intermediaries in connection with sales of Trust shares or shareholder
servicing. In some instances, this compensation may be made available only to
certain dealers or other intermediaries who have sold or are expected to sell
significant amounts of shares of the Trust. If you purchase or sell shares
through an intermediary, the intermediary may charge a separate fee for its
services. Consult your intermediary for information.
HOW TO SELL SHARES
You may sell your Investor Shares back to a Fund on any day the New York Stock
Exchange is open by sending a letter of instruction or stock power form to the
Trust, or by calling the Transfer Agent at (800) 464-3108. The price you will
receive is the net asset value next determined after receipt of your redemption
request in good order. A redemption request is in good order if it includes the
exact name in which the shares are registered, the investor's account number,
and the number of shares or the dollar amount of shares to be redeemed, and, for
written requests, if it is signed exactly in accordance with the registration
form. Signatures must be guaranteed by a bank, broker-dealer, or certain other
financial institutions. You may redeem your Investor Shares by telephone only if
you elected the telephone redemption privilege option on your Account
Application or otherwise in writing. Unless otherwise agreed to by the Trust,
the telephone redemption privilege may only be exercised to redeem shares worth
$1,000 or more
17
<PAGE>
and not more than $25,000. The Trust may require additional documentation from
shareholders that are corporations, partnerships, agents, fiduciaries, or
surviving joint owners, or those acting through powers of attorney or similar
delegation.
The Trust will pay you for your redemptions as promptly as possible and in any
event within seven days after the request for redemption is received in writing
in good order. (The Trust generally sends payment for shares the business day
after a request is received.) Under unusual circumstances, the Trust may suspend
redemptions or postpone payment for more than seven days, as permitted by law.
If you paid for your Investor Shares by check, you will not be sent redemption
proceeds until the check you used to pay for the Investor Shares has cleared,
which may take up to 15 calendar days from the purchase date.
If you own fewer shares than a minimum amount set by the Trustees (presently 50
shares) of any Fund, the Trust may choose to redeem your shares in that Fund and
pay you for them. You will receive at least 30 days written notice before the
Trust redeems your shares, and you may purchase additional shares at any time to
avoid a redemption. The Trust may also redeem shares if you own shares of any
Fund above a maximum amount set by the Trustees. There is currently no maximum,
but the Trustees may establish one at any time, which could apply to both
present and future shareholders.
The Trust may suspend the right of redemption during any period when:
(1) trading on the New York Stock Exchange is restricted or the Exchange is
closed; (2) the Securities and Exchange Commission ("SEC") has by order
permitted such suspension; or (3) an emergency (as defined by rules of the SEC)
exists making disposal of portfolio investments or determination of the Fund's
net asset value not reasonably practicable.
If you request that your redemption proceeds be sent to you at an address other
than your address of record, or to another party, you must include a signature
guarantee for each such signature by an eligible signature guarantor, such as a
member firm of a national securities exchange or a commercial bank or trust
company located in the United States. If you are a resident of a foreign
country, another type of certification may be required. Please contact the
Transfer Agent for more details at (800) 464-3108. Corporations, fiduciaries,
and other types of shareholders may be required to supply additional documents
which support their authority to effect a redemption.
EXCHANGES
You can exchange your Investor Shares of any Fund for Investor Shares of most
other funds in the Schroder family of funds at any time at their respective net
asset values. The exchange would be treated as a sale of your Investor Shares
and any gain on the exchange may be subject to tax. For a listing of the
Schroder funds available for exchange and to exchange shares, please call the
Trust at (800) 464-3108. In order to exchange shares by telephone, you must
complete the appropriate section of the Account Application. The Trust reserves
the right to change or suspend the exchange privilege at any time. Shareholders
would be notified of any such change or suspension. The Trust may also limit the
amount or number of exchanges or reject any exchange if the applicable Fund or
Schroder believes that the investor in question is engaged in "market timing"
activities, or similar activities that may be harmful to the Fund or its
shareholders.
18
<PAGE>
DIVIDENDS AND DISTRIBUTIONS
The following sets forth the main dividend and distribution policies of the
Funds.
- SCHRODER SMALL CAPITALIZATION VALUE FUND AND SCHRODER MIDCAP VALUE FUND.
Each of these Funds distributes any net investment income and any net
realized capital gains at least once a year. Distributions from net
investment income, if any, are expected to be small.
- SCHRODER TOTAL RETURN FIXED INCOME FUND. This Fund declares all of its
net income as a dividend each day the Fund is open for business.
Dividends are declared each business day to shareholders of record at the
time of the declaration. You begin earning dividends on the day after the
Fund receives payment for your shares. The Fund's net income for
Saturdays, Sundays, and holidays is declared as a dividend on the next
business day. Each month's dividends will be paid on the last day of that
month (or, if that day is not a business day, on the preceding business
day). A shareholder who withdraws the entire balance of an account at any
time during the month will be paid all dividends declared through the
date of the withdrawal. This Fund distributes any net realized capital
gains at least once a year.
Distributions from net capital gain are made after applying any available
capital loss carryovers.
YOU CAN CHOOSE FROM FOUR DISTRIBUTION OPTIONS:
- Reinvest all distributions in additional Investor Shares of your Fund;
- Receive distributions from net investment income in cash while
reinvesting capital gain distributions in additional Investor Shares of
your Fund;
- Receive distributions from net investment income in additional Investor
Shares of your Fund while receiving capital gain distributions in cash;
or
- Receive all distributions in cash.
You can change your distribution option by notifying the Transfer Agent in
writing. If you do not select an option when you open your account, all
distributions by a Fund will be reinvested in Investor Shares of that Fund. You
will receive a statement confirming reinvestment of distributions in additional
Fund shares promptly following the period in which the reinvestment occurs.
TAXES
TAXES ON DIVIDENDS AND DISTRIBUTIONS. For federal income tax purposes,
distributions of investment income are taxable as ordinary income. Taxes on
distributions of capital gains are determined by how long your Fund owned the
investments that generated the gains, rather than how long you have owned your
shares. Distributions are taxable to you even if they are paid from income or
gains earned by a Fund before you invested (and thus were included in the price
you paid for your shares). Distributions of gains from investments that a Fund
owned for more than 12 months will be taxable as long-term capital gains.
Distributions of gains from investments that the Fund owned for 12 months or
less will be taxable as ordinary income. Distributions are taxable whether you
received them in cash or reinvested them in additional shares of the Funds.
TAXES WHEN YOU SELL OR EXCHANGE YOUR SHARES. Any gain resulting from the sale or
exchange of your shares in the Funds will also generally be subject to federal
income tax at either short-term or long-term capital gain rates depending upon
how long you have owned your shares.
CONSULT YOUR TAX ADVISOR ABOUT OTHER POSSIBLE TAX CONSEQUENCES. This is a
summary of certain federal tax consequences of investing in a Fund. You should
consult your tax advisor for more information on your own tax situation,
including possible state and local tax liability.
19
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the financial
performance of each of the Funds for the past 5 years or since the Fund
commenced operations, whichever is shorter. Certain information reflects
financial results for a single Fund share. The total returns represent the total
return for an investment in Investor Shares of a Fund, assuming reinvestment of
all dividends and distributions.
The financial highlights presented below have been audited by Arthur Andersen
LLP, the former independent accountants to the Funds. The audited financial
statements for the Funds and the related independent accountants' report are
contained in the Trust's Annual Report and are incorporated by reference into
the Statement of Additional Information. Copies of the Trust's Annual Report and
Semi-Annual Report may be obtained without charge by writing the Trust at P.O.
Box 8507, Boston, Massachusetts 02266 (regular mail) or at 66 Brooks Drive,
Braintree, Massachusetts 02184 (overnight or express mail), or by calling
(800) 464-3108.
SCHRODER SMALL CAPITALIZATION VALUE FUND
(For an Investor Share outstanding throughout the period.)
<TABLE>
<CAPTION>
YEAR ENDED OCTOBER 31,
-----------------------------------------------------------
1999 1998 1997 1996 1995
--------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Net Asset Value at Beginning of
Period $ 12.91 $ 17.67 $ 13.05 $ 10.77 $ 9.77
Income from Investment Operations:
Net Investment Income (Loss) (0.08) (0.02) (0.05) (0.05) (0.03)(1)
Net Realized and Unrealized Gain
(Loss) on Investments 0.51 (2.05) 5.65 2.34 1.03
-------- -------- -------- -------- --------
Total from Investment Operations 0.43 (2.07) 5.60 2.29 1.00
-------- -------- -------- -------- --------
Less Distributions:
From Net Realized Capital Gains (0.24) (2.69) (0.98) (0.01) 0.00
-------- -------- -------- -------- --------
Total Distributions (0.24) (2.69) (0.98) (0.01) 0.00
-------- -------- -------- -------- --------
Net Asset Value at End of Period $ 13.10 $ 12.91 $ 17.67 $ 13.05 $ 10.77
======== ======== ======== ======== ========
Total Return 3.40% (13.29)% 48.46% 21.17% 10.27%
Ratios & Supplemental Data
Net Assets at End of Period
(000's) $60,206 $67,814 $96,709 $48,614 $47,929
Ratio of Operating Expenses to
Average Net Assets 1.50% 1.29% 1.32% 1.43% 1.56%(1)
Ratio of Net Investment Income to
Average Net Assets (0.54)% (0.14)% (0.36)% (0.34)% (0.29)%
Portfolio Turnover Rate 101.72% 87.51% 77.48% 81.63% 45.74%
</TABLE>
(1) Net Investment Income (Loss) is after reimbursement of certain expenses by
Schroder. (See Note 3 to the Trust's financial statements.) Had Schroder not
undertaken to pay or reimburse expenses related to the Fund, the Net
Investment Income (Loss) per share and Ratio of Operating Expenses to
Average Net Assets would have been as follows: 1995 - $(0.03) and 1.62%,
respectively.
20
<PAGE>
SCHRODER MIDCAP VALUE FUND
(For an Investor Share outstanding throughout the period.)
<TABLE>
<CAPTION>
YEAR ENDED
OCTOBER 31, PERIOD ENDED
---------------------- OCTOBER 31,
1999 1998 1997(1)
--------- --------- ------------
<S> <C> <C> <C>
Net Asset Value at Beginning of
Period $ 9.72 $ 10.36 $ 10.00
Income from Investment Operations:
Net Investment Income (Loss)(2) 0.00 (0.01) 0.00
Net Realized and Unrealized Gain
(Loss) on Investments 1.16 (0.63) 0.36
-------- -------- --------
Total from Investment Operations 1.16 (0.64) 0.36
-------- -------- --------
Less Distributions:
From Net Realized Capital Gains 0.00 0.00 0.00
-------- -------- --------
Total Distributions 0.00 0.00 0.00
-------- -------- --------
Net Asset Value at End of Period $ 10.88 $ 9.72 $ 10.36
======== ======== ========
Total Return 11.98% (6.18)% 3.60%(3)
Ratios & Supplemental Data
Net Assets at End of Period
(000's) $11,179 $10,484 $10,066
Ratio of Operating Expenses to
Average Net Assets(2) 1.35% 1.35% 1.35%(4)
Ratio of Net Investment Income to
Average Net Assets (0.03)% (0.06)% (0.13)%(4)
Portfolio Turnover Rate 174.98% 165.62% 11.96%(3)
</TABLE>
(1) For the period August 1, 1997 (commencement of investment operations)
through October 31, 1997.
(2) Net Investment Income (Loss) is after reimbursement of certain expenses by
Schroder. (See Note 3 to the Trust's financial statements.) Had Schroder not
undertaken to pay or reimburse expenses related to the Fund, the Net
Investment Income (Loss) per share and Ratio of Operating Expenses to
Average Net Assets would have been as follows: 1999 - $(0.11) and 2.28%,
1998 - $(0.12) and 2.47%, 1997 - $(0.06) and 4.33%, respectively.
(3) Not annualized.
(4) Annualized.
21
<PAGE>
SCHRODER TOTAL RETURN FIXED INCOME FUND(1)
(For an Investor Share outstanding throughout the period.)
<TABLE>
<CAPTION>
YEAR ENDED OCTOBER 31,
-----------------------------------------------------------
1999 1998 1997 1996 1995
--------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Net Asset Value at Beginning of
Period $ 10.00 $ 9.77 $ 9.70 $ 9.93 $ 9.14
Income from Investment Operations:
Net Investment Income(2) 0.55 0.54 0.49 0.53 0.59
Net Realized and Unrealized Gain
(Loss) on Investments (0.62) 0.23 0.16 (0.11) 0.79
-------- -------- -------- -------- --------
Total from Investment Operations (0.07) 0.77 0.65 0.42 1.38
-------- -------- -------- -------- --------
Less Distributions:
From Net Investment Income (0.56) (0.54) (0.49) (0.53) (0.59)
From Net Realized Capital Gains (0.31) 0.00 (0.09) (0.12) 0.00
-------- -------- -------- -------- --------
Total Distributions (0.87) (0.54) (0.58) (0.65) (0.59)
-------- -------- -------- -------- --------
Net Asset Value at End of Period $ 9.06 $ 10.00 $ 9.77 $ 9.70 $ 9.93
======== ======== ======== ======== ========
Total Return (0.78)% 8.10% 7.68% 4.38% 15.62%
Ratios & Supplemental Data
Net Assets at End of Period
(000's) $24,957 $28,134 $26,683 $23,708 $23,704
Ratio of Operating Expenses to
Average Net Assets(2) 0.72% 0.89% 1.12% 1.12% 1.06%
Ratio of Net Investment Income to
Average Net Assets 5.81% 5.47% 5.58% 5.46% 6.35%
Portfolio Turnover Rate 300.53% 112.69% 43.65% 68.76% 113.50%
</TABLE>
(1) Formerly, Schroder Investment Grade Income Fund, as referenced in the
Trust's Annual Report. Effective August 14, 2000, the Fund changed its name,
its investment objective and its principal investment strategies. The Fund
would not necessarily have achieved the financial results and Total Returns
listed above under its current investment objective and policies.
(2) Net Investment Income is after reimbursement of certain expenses and/or a
management fee waiver by Schroder. (See Note 3 to the Trust's financial
statements.) Had Schroder not undertaken to pay, reimburse or waive expenses
related to the Fund, the Net Investment Income per share and Ratio of
Operating Expenses to Average Net Assets would have been as follows: 1999 -
$0.50 and 1.22%, 1998 - $0.51 and 1.25%, 1997 - $0.47 and 1.33%, 1996 -
$0.52 and 1.24%, 1995 - $0.56 and 1.50%, respectively.
22
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
FUNDS AVAILABLE THROUGH SCHRODER FUND ADVISORS INC.
PLEASE CALL (800) 464-3108 FOR COMPLETE INFORMATION AND TO OBTAIN THE RELEVANT PROSPECTUS.
<CAPTION>
PLEASE READ THE PROSPECTUS CAREFULLY BEFORE YOU INVEST.
SCHRODER CAPITAL FUNDS (DELAWARE) SCHRODER SERIES TRUST
<S> <C>
SCHRODER INTERNATIONAL FUND SCHRODER SMALL CAPITALIZATION VALUE FUND
SCHRODER EMERGING MARKETS FUND SCHRODER MIDCAP VALUE FUND
SCHRODER INTERNATIONAL SMALLER COMPANIES FUND SCHRODER TOTAL RETURN FIXED INCOME FUND
SCHRODER U.S. LARGE CAP EQUITY FUND
SCHRODER U.S. SMALLER COMPANIES FUND
SCHRODER MICRO CAP FUND
SCHRODER SERIES TRUST II
SCHRODER ALL-ASIA FUND
</TABLE>
23
<PAGE>
<TABLE>
<S><C>
[LOGO] SCHRODERS
ACCOUNT APPLICATION
SCHRODER SERIES TRUST INVESTOR SHARES
1. INITIAL INVESTMENT ==============================================================================================================
The minimum initial CHECK ONE: CHECK ONE:
investment in each Fund
is $10,000. [ ] Schroder Small Capitalization Value Fund [ ] Check enclosed for $_____________
[ ] Schroder MidCap Value Fund [ ] Wire transfer (see instructions on Page A-3)
[ ] Schroder Total Return Fixed Income Fund Initial wire amount $ ___________
[ ] Statement of Intention*
Investment amount $ _____________
*Subject to Prospectus disclosure regarding
Statement of Intention
2. ACCOUNT REGISTRATION ============================================================================================================
For individual: 1.______________________ _____ __________________________________________________________________________
Use item 1 First Name M.I. Last Name
________-_____-_______________ ___________________________________________________________________
Social Security Number Date of Birth
________________________________________________________________________________________________________
Employer Name
________________________________________________________________________________________________________
Employer Address
________________________________________________________________________________________________________
Occupation
For joint account: 2._______________________ _____ __________________________________________________________________________
Use items 1 & 2 First Name M.I. Last Name
________-_____-_______________ ___________________________________________________________________
Social Security Number In the case of two or more co-owners, the account will be registered
"Joint Tenants with Rights of Survivorship" unless otherwise
specified above.
For a minor: Use item 3 3.________________________ _____ _________________________________________________________________________
First Name of Custodian M.I. Last Name OF Custodian
Custodian for
________________________ _____ _________________________________________________________________________
Minor's First Name M.I. Last Name
_______-_____-________________ Under the__________________________Uniform Gifts/Transfers for Minors Act.
Minor's Social Security Number Name of State
For a Trust: (including 4._____________________________________________________________ _________________________________________
Pension Plans): Name of Trustee Trust Agreement Date (mandatory)
Use item 4
_____________________________________________________________ _________________________________________
Trust Beneficiary Taxpayer's I.D. Number
For a corporation, 5._____________________________________________________________ _________________________________________
partnership or other Name of Corporation or Other Entity Taxpayer's I.D. Number
entity: Use item 5
_____________________________________________________________ _________________________________________
Name of Officer Title of Officer
A-1
<PAGE>
3. ACCOUNT DESCRIPTION =============================================================================================================
[ ] Individual -Taxable [ ] Defined Benefit Plan [ ] Foundation/Endowment [ ] Trust
[ ] Individual Custodian/IRA* [ ] Defined Contribution Plan [ ] 401(k) Plan
[ ] Pension Plan [ ] Other (PLEASE DESCRIBE)_____________________________________________
(*Additional application required)
4. MAILING ADDRESS =================================================================================================================
_________________________________________________________________ _______________________________________
Streetl Apt. No.
___________________________________________________________________________________________________________
Street2
_________________________________________ ___________________________________________ ___________________
City State Zip
_________________________________________ ________________________________________________________________
Daytime Phone Number Evening Phone Number
5. DUPLICATE STATEMENT ADDRESS (OPTIONAL)===========================================================================================
___________________________________________________________________________________________________________
Name of Individual / Company
___________________________________________________________________________________________________________
Street
_________________________________________ ___________________________________________ ____________________
City State Zip
___________________________________________________________________________________________________________
Daytime Phone Number
6. DEALER INFORMATION (FOR BROKER/DEALER USE ONLY) ================================================================================
______________________________________________ __________________________________________________________
Name of Dealer Dealer Number
___________________________________________________________________________________________________________
Branch Address
______________________________________________ ____________________________ ___________________________
City State Zip
__________________________________________________ ______________________________________________________
Phone Number Registered Rep Name and Number
7. DISTRIBUTIONS ===================================================================================================================
Please indicate how you 1.[ ] Dividends and capital gains reinvested in additional shares.
would like to receive
distributions. If you do 2.[ ] Dividends and capital gains mailed to your address in Section 4.
not choose an option,
your distribution will 3.[ ] Dividends mailed to your address in Section 4 and capital gains reinvested.
be invested in accordance
with Option 1. 4.[ ] Capital gains mailed to your address in Section 4 and dividends reinvested.
5.[ ] Dividends and capital gains automatically deposited to your bank account. Please complete Section 8.
6.[ ] Dividends automatically deposited to your bank account and capital gains reinvested. Please complete
Section 8.
7.[ ] Capital gains automatically deposited to your bank account and dividends reinvested. Please complete
Section 8.
A-2
<PAGE>
8. BANK ACCOUNT DESIGNATION ========================================================================================================
This section must be ACCOUNT NAME MUST MATCH THE NAME IN SECTION 2. PLEASE ATTACH A BLANK/VOIDED CHECK FOR ACCOUNT AND
completed to permit BANK INFORMATION.
certain options chosen
in Sections 7 and 9. ----------------------------------------------------- -----------------------------------------------
Name of Bank Branch
------------------------------------------------ ------------------- ---------------- -------------
Bank Address City State Zip
------------------------------------------------------- -- -- -- -- -- -- -- -- -- -- -- --
Type of Account (Checking/Savings) Account Number
9. SYSTEMATIC INVESTMENT ===========================================================================================================
Amounts (minimum $100 Authorization Form
per transaction) will
be drawn automatically Invest automatically the amount of $ ___________ in the ____________ Fund on or about the ______ day of
on your bank account each month. Purchases will be made monthly unless you wish to elect quarterly by checking this box / /
and invested in your in which event the amount specified will be invested automatically on or about the _____ day of the first
Schroder Series Trust month in each quarter. Funds will be drawn from the bank account you designate in Section 8. Your first
account. Minimum initial automatic monthly investment will occur no sooner than two weeks after the receipt of your application.
investment of $10,000
also applies.
10. TELEPHONE EXCHANGE =============================================================================================================
By telephone instruction, / / By checking this box, I authorize the Trust and its agents to act upon instructions to exchange my
an amount (minimum shares in any qualified Fund for shares in any other qualified Fund, if those instructions are received
$1,000 per transaction) by telephone from (i) me or (ii) any person purporting to be me or to act as my representative and who
will be exchanged from can provide the Trust with my account registration. The telephone exchange privilege may only be
one Fund to another exercised to exchange shares worth $1,000 or more. I understand and agree that neither the Trust nor
Fund within the Trust. any person acting on its behalf will have any liability to me or anyone else in respect of telephone
instructions meeting the description set forth here but not made or authorized by me.
11. TELEPHONE REDEMPTION ===========================================================================================================
By telephone instruction, / / By checking this box, I authorize the Trust and its agents to act upon instructions received by
an amount (minimum telephone from (i) me or (ii) any person purporting to be me or to act as my representative and who can
$1,000/maximum provide the Trust with my account registration. Redemptions will be sent only to me at an address on
$25,000 per transaction) record with the Trust for at least 30 days. Unless otherwise agreed to by the Trust, the telephone
will be redeemed from redemption privilege may only be exercised to redeem shares worth $1,000 or more and not more than
the Funds. $25,000. I understand and agree that neither the Trust nor any person acting on its behalf will have
any liability to me or anyone else in respect of telephone instructions meeting the description set
forth here but not made or authorized by me.
12. MAILING INSTRUCTIONS ===========================================================================================================
Please send this REGULAR MAIL OVERNIGHT OR EXPRESS MAIL
application with your
check to: Schroder Mutual Funds Boston Financial Data Services, Inc.
P.O. Box 8507 66 Brooks Drive
Boston, Mass 02266 Braintree, MA 02184
Attn: Schroder Mutual Funds
13. WIRING INSTRUCTIONS ============================================================================================================
If making your initial State Street Bank and Trust Company
investment by bank 225 Franklin Street
wire, call the Transfer Boston, MA 02101
Agent, Boston Financial ABA: 011000028
Data Services, at (800) Attn: Schroder Mutual Funds
464-3108 to obtain an DDA: 9904-650-0
account number. Then FBO: Account Registration
instruct your bank to A/C: Mutual Fund Account Number
wire Federal Funds to: Name of Fund
Complete the account application and mail it to the address listed in Section 12 above.
A-3
<PAGE>
14. ACKNOWLEDGMENT, CERTIFICATION & SIGNATURES =====================================================================================
This section must be TAXPAYER IDENTIFICATION NUMBER CERTIFICATION
signed in order to open
a Schroder Series Trust 1. Under the penalties of perjury, the undersigned certifies: (Check Appropriate Box, If Applicable)
Account.
/ / That the number shown on this form is my correct taxpayer identification number ant that I am not
subject to backup withholding because (a) I am exempt from backup withholding, (b) I have not been
notified by the Internal Revenue Service that I am subject to backup withholding as a result of a failure
to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup
withholding.
-or-
/ / That I have not provided a taxpayer identification number because I have not been issued a number,
but I have applied for one or will do so in the near future. I understand that if I do not provide my
number to the Fund within 60 days, the Fund will be required to begin backup withholding.
2. Under the penalties of perjury, the undersigned certifies:
That he/she is a citizen of / / the United States or / / _________________ (provide name of country).
3. By signing this Application, the undersigned (1) certifies that he/she has received, reviewed and
accepts this Application (including the services described herein) and the current prospectus of
Schroder Series Trust; and (2) agrees that all statements in this Application apply to shares of any
Fund of Schroder Series Trust into which his/her shares are transferred.
4. The undersigned certifies that he/she (1) was not offered any advice or recommendations on investing
in any Fund by any representative of Schroder Series Trust and (2) understands that the undersigned must
make his/her own investment decisions and assumes all risk of loss - including possible loss of principal
- resulting from decisions to purchase, exchange or sell shares of any Fund(s).
_________________________________________________________________________________________________________
Signature of Investor/Trustee Date
_________________________________________________________________________________________________________
Signature of Joint Investor/Co-Trustee (if any) Date
_________________________________________________________________________________________________________
Signature of Individual, Custodian, Trustee or Officer Date
_________________________________________________________________________________________________________
Signature of Corporate Officer Date
</TABLE>
A-4
<PAGE>
INVESTMENT ADVISER
Schroder Investment Management North America Inc.
787 Seventh Avenue, 34th Floor
New York, New York 10019
DISTRIBUTOR
Schroder Fund Advisors Inc.
787 Seventh Avenue, 34th Floor
New York, New York 10019
ADMINISTRATOR AND CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street
Boston, Massachusetts 02110
TRANSFER AND DIVIDEND DISBURSING AGENT
Boston Financial Data Services, Inc.
66 Brooks Drive
Braintree, Massachusetts 02184
(800) 464-3108
COUNSEL
Ropes & Gray
One International Place
Boston, Massachusetts 02110
INDEPENDENT ACCOUNTANTS
PricewaterhouseCoopers LLP
One Post Office Square
Boston, MA 02109
<PAGE>
--------------------------------------------------------------------------------
SCHRODER SERIES TRUST
Schroder Series Trust's statement of additional information (SAI) and annual and
semi-annual reports to shareholders include additional information about the
Funds. The SAI and the financial statements included in the Trust's most recent
annual report to shareholders are incorporated by reference into this
prospectus, which means they are part of this prospectus for legal purposes. The
Trust's annual report discusses the market conditions and investment strategies
that significantly affected each Fund's performance during its last fiscal year.
You may get free copies of these materials, request other information about a
Fund, or make shareholder inquiries by calling 800-464-3108.
You may review and copy information about the Trust, including its SAI, at the
Securities and Exchange Commission's public reference room in Washington, D.C.
You may call the Commission at 800-SEC-0330 for information about the operation
of the public reference room. You may also access reports and other information
about the Trust on the Commission's Internet site at www.sec.gov. You may get
copies of this information, with payment of a duplication fee, by writing the
Public Reference Section of the Commission, Washington, D.C. 20549-6009. You may
need to refer to the Trust's file number under the Investment Company Act, which
is 811-7840.
SCHRODER SERIES TRUST
P.O. Box 8507
Boston, MA 02266
800-464-3108
WS300IP
File No. 811-7840
