[Strong logo and picture of man and two children fishing]
prospectus
THE STRONG HERITAGE
MONEY FUND
institutional class
March 31, 2000
AS SUPPLEMENTED ON MAY 1, 2000
THE SECURITIES AND EXCHANGE COMMISSION (SEC) HAS NOT APPROVED OR DISAPPROVED OF
THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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TABLE OF CONTENTS
Your Investment.................................................................
KEY INFORMATION.................................................................
What are the fund's goals?.....................................................1
What are the fund's principal investment strategies?...........................1
What are the main risks of investing in the fund?..............................1
What are the fund's fees and expenses?.........................................4
Who are the fund's investment advisor and portfolio manager?...................5
OTHER IMPORTANT INFORMATION YOU SHOULD KNOW.....................................
Financial Highlights...........................................................6
Your Account....................................................................
Share Price....................................................................8
Buying Shares..................................................................8
Selling Shares................................................................10
Additional Policies...........................................................11
Distributions.................................................................13
Taxes.........................................................................14
Reserved Rights...............................................................15
For More Information..................................................Back Cover
IN THIS PROSPECTUS, "WE" REFERS TO STRONG CAPITAL MANAGEMENT, INC., THE
INVESTMENT ADVISOR, ADMINISTRATOR, AND TRANSFER AGENT FOR THE STRONG FUNDS.
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YOUR INVESTMENT
KEY INFORMATION
WHAT ARE THE FUND'S GOALS?
The STRONG HERITAGE MONEY FUND seeks current income, a stable share price, and
daily liquidity.
WHAT ARE THE FUND'S PRINCIPAL INVESTMENT STRATEGIES?
The HERITAGE MONEY FUND is managed to provide attractive yields and a stable
share price of $1.00. It invests in a portfolio of high-quality, short-term
debt securities issued by corporations, banks, and other financial
institutions.
The manager may sell a holding if its fundamental qualities deteriorate, or to
take advantage of more attractive yield opportunities.
WHAT ARE THE MAIN RISKS OF INVESTING IN THE FUND?
NOT INSURED: Your investment is not insured or guaranteed by the Federal
Deposit Insurance Corporation (FDIC) or any other government agency. The
fund's goal is to preserve the value of your investment at $1.00 per share.
However, it is possible to lose money by investing in the fund.
The fund is appropriate for investors who are comfortable with the risks
described here and who need cash immediately. It can also be used as a
permanent conservative part of your portfolio.
FUND STRUCTURE
The fund offers multiple classes of shares: Investor Class shares, Advisor
Class shares, and Institutional Class shares. Only the Institutional Class
shares of the fund are offered in this prospectus. The principal difference
between each of the classes of shares is that the Advisor Class shares are
subject to distribution fees and expenses under a 12b-1 plan. The expense
structure for the fund's Institutional Class shares will be similar to the
expense structure for the fund's Advisor Class shares, except the Advisor Class
shares will be subject to distribution fees and expenses under a 12b-1 plan.
Because 12b-1 fees are paid out of the Fund's assets on an on-going basis, over
time these fees will increase the cost of an investment in Advisor Class shares
and may cost more than paying other types of sales charges.
FUND PERFORMANCE
The return information on the following page illustrates how the performance of
the fund's Institutional Class shares can vary, which is one indication of the
risks of investing in the fund. Performance results for the Institutional Class
shares, which were first offered on March 31, 2000 are based on the historical
performance of the fund's Investor Class shares from the inception of the fund
up to March 30, 2000. The Investor Class shares of the fund, which are not
offered by this prospectus, achieved performance results which are lower than
those that are expected to be achieved by the Institutional Class shares
because the Investor Class shares are invested in the same portfolio of
securities but are subject to a higher annual expense ratio. The returns for
the Institutional Class are substantially similar to those of the Investor
Class shares since each are invested in the same portfolio of securities and
the only differences relate to the differences in the fees and expenses of each
class of shares. Please keep in mind that the past performance of the fund's
Institutional Class shares does not represent how they will perform in the
future. The information assumes that you reinvested all dividends and
distributions.
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CALENDAR YEAR TOTAL RETURNS
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<CAPTION>
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Year Heritage Money
- ----- --------------
1996 5.7%
- ----- --------------
1997 5.6%
- ----- --------------
1998 5.5%
- ----- --------------
1999 5.0%
- ----- --------------
</TABLE>
BEST AND WORST QUARTERLY PERFORMANCE
(During the periods shown above)
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BEST QUARTER RETURN WORST QUARTER RETURN
- --------------------- ---------------------
1.5% (4th Q 1995) 1.1% (1st Q 1999)
</TABLE>
AVERAGE ANNUAL TOTAL RETURNS
AS OF 12-31-99
FUND/INDEX 1-YEAR SINCE INCEPTION
HERITAGE MONEY 4.96% 5.52% (6-29-95)
Salomon Smith Barney 3-Month
Treasury Bill Index 4.74% 5.14%
Lipper Money Market Funds Index 4.74% 5.04%
THE SALOMON SMITH BARNEY 3-MONTH TREASURY BILL INDEX IS AN UNMANAGED INDEX
GENERALLY REPRESENTATIVE OF THE AVERAGE YIELD OF THREE-MONTH TREASURY BILLS.
THE LIPPER MONEY MARKET FUNDS INDEX IS AN EQUALLY-WEIGHTED PERFORMANCE INDEX OF
THE LARGEST QUALIFYING FUNDS IN THIS LIPPER CATEGORY.
WHAT ARE THE FUND'S FEES AND EXPENSES?
This section describes the fees and expenses that you may pay if you buy and
hold shares of the fund.
SHAREHOLDER FEES
(fees paid directly from your investment)
The Institutional Class shares of the fund are 100% no-load, so you pay no
sales charges (loads) to buy or sell shares.
ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from fund assets)
The costs of operating the fund are deducted from fund assets, which means you
pay them indirectly. These costs are deducted before computing the daily share
price or making distributions. As a result, they don't appear on your account
statement, but instead reduce the total return you receive from your fund
investment.
ANNUAL FUND OPERATING EXPENSES (AS A PERCENT OF AVERAGE NET ASSETS)
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TOTAL ANNUAL FEE WAIVERS
MANAGEMENT OTHER FUND OPERATING AND/OR NET FUND
FEES EXPENSES EXPENSES ABSORPTIONS* EXPENSES
- ---------- --------- -------------- ------------ ------------
0.15% 0.08% 0.23% 0.05% 0.18%
</TABLE>
* WE HAVE CONTRACTUALLY AGREED TO WAIVE OUR ADMINISTRATIVE FEES AND/OR ABSORB
EXPENSES FOR THE INSTITUTIONAL CLASS SHARES OF THE FUND UNTIL JULY 1, 2003 TO
KEEP TOTAL ANNUAL FUND OPERATING EXPENSES AT NO MORE THAN 0.18%.
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EXAMPLE: This example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
that you invest $10,000 in the fund and reinvest all dividends and
distributions 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 has a 5% return each year and that the fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions, your costs would be:
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1 YEAR 3 YEARS 5 YEARS 10 YEARS
- -------- -------- ------- --------
$24 $74 $130 $293
</TABLE>
WHO ARE THE FUND'S INVESTMENT ADVISOR AND PORTFOLIO MANAGER?
Strong Capital Management, Inc. (Strong) is the investment advisor for the
fund. Strong provides investment management services for mutual funds and other
investment portfolios representing assets, as of February 29, 2000, of over $42
billion. Strong began conducting business in 1974. Since then, its principal
business has been providing investment advice for individuals and institutional
accounts, such as pension and profit-sharing plans, as well as mutual funds,
several of which are available through variable insurance products. Strong's
address is P.O. Box 2936, Milwaukee, WI 53201.
JAY N. MUELLER manages the fund. He has over 15 years of investment experience
and is a Chartered Financial Analyst. He joined Strong as a portfolio manager
in September 1991. He has managed the HERITAGE MONEY FUND since its inception
in June 1995. For four years prior to joining Strong, Mr. Mueller was employed
by R. Meeder & Associates as a securities analyst and portfolio manager. Mr.
Mueller received his bachelors degree in Economics from the University of
Chicago in 1982.
OTHER IMPORTANT INFORMATION YOU SHOULD KNOW
FINANCIAL HIGHLIGHTS
This information describes investment performance of the Investor Class shares
of the fund for the periods shown. Certain information reflects financial
results for a single Investor Class share outstanding for the entire period.
"Total Return" shows how much an investment in the Investor Class shares of the
fund would have increased (or decreased) during each period, assuming you had
reinvested all dividends and distributions. The Institutional Class shares of
the fund were first offered on March 31, 2000. These figures for the fund have
been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's
financial statements, is included in the fund's annual report. The figures for
the six-month period ended August 31, 1999 are unaudited and may be found,
along with the fund's financial statements, in the fund's latest semi-annual
report.
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STRONG HERITAGE MONEY FUND-INVESTOR CLASS
<S> <C> <C> <C> <C> <C>
Aug. 31, Feb. 28, Feb. 28, Feb. 28, Feb. 29,
SELECTED PER-SHARE DATA(a) 1999(b) 1999 1998 1997 1996(c)
Net Asset Value,
Beginning of Period $1.00 $1.00 $1.00 $1.00 $1.00
Income From Investment Operations
Net Investment Income 0.02 0.05 0.05 0.06 0.04
Net Realized Losses
on Investments - - - (0.01) -
Total from Investment
Operations 0.02 0.05 0.05 0.05 0.04
Less Distributions
From Net Investment Income (0.02) (0.05) (0.05) (0.06) (0.04)
Total Distributions (0.02) (0.05) (0.05) (0.06) (0.04)
Capital Contribution - - - 0.01 -
Net Asset Value,
End of Period $1.00 $1.00 $1.00 $1.00 $1.00
RATIOS AND SUPPLEMENTAL DATA
Total Return +2.4% +5.3% +5.6% +5.7%(d) +4.1%
Net Assets, End of Period
(In Millions) $1,469 $1,837 $1,484 $2,000 $942
Ratio of Expenses to
Average Net Assets
Without Waivers and Absorptions 0.6%* 0.6% 0.6% 0.6% 0.6%*
Ratio of Expenses to
Average Net Assets 0.4%* 0.3% 0.2% 0.1% 0.0%*(e)
Ratio of Net Investment Income
to Average Net Assets 4.7%* 5.2% 5.4% 5.6% 5.9%*
</TABLE>
* Calculated on an annualized basis.
(a) Information presented relates to a share of capital stock of the fund
outstanding for the entire period.
(b) For the six months ended August 31, 1999 (unaudited).
(c) For the period from June 29, 1995 (inception) to February 29, 1996.
(d) Had the Advisor not made the capital contribution the adjusted total
return would have been 5.0% for the fiscal year ended February 28, 1997.
(e) Amount calculated is less than 0.01%.
YOUR ACCOUNT
SHARE PRICE
Your transaction price for buying, selling, or exchanging Institutional Class
shares is the net asset value per share (NAV) of that class of shares. NAV is
generally calculated as of the close of trading on the New York Stock Exchange
(usually 3:00 p.m. Central Time) every day the NYSE is open. If the NYSE
closes at any other time, or if an emergency exists, NAV may be calculated at a
different time. Your share price will be the next NAV calculated after we
accept your order.
We use amortized cost to value money market securities held by the fund.
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((Side Box))
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When we use AMORTIZED COST to value money market
fund securities, we generally mean that the security is
initially valued at the price we paid for it. After that, the
value of the security is gradually increased (amortizing a
discount) or decreased (amortizing a premium) each day
without regard to fluctuating interest rates.
- --------------------------------------------------------------
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((Side Box))
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We determine the share price or NAV of a fund or class
by dividing net assets attributable to the fund or class
(the value of the investments, cash, and other assets
attributable to the fund or class minus the liabilities
attributable to the fund or class) by the number of fund
or class shares outstanding.
- --------------------------------------------------------
</TABLE>
BUYING SHARES
SAME-DAY DIVIDEND AND WIRE
You will earn a same-day dividend if you purchase shares and have, or with
your purchase will have, at least $10 million invested in the fund and you
have completed a special application. The following rules also apply:
- - Call 800-733-2274 before 12:00 p.m. Central Time and place an irrevocable
purchase order.
- - You must send the purchase price via federal funds wire which must be
received by Firstar Bank Milwaukee, N.A. by 2:30 p.m. Central Time. If you do
not wire federal funds by this deadline, we may cancel the purchase order.
If we do not cancel the order and the fund borrows an amount of money equal
to your purchase price, you may be liable for any interest expense caused by
the borrowing.
- - Wires should be sent to:
Firstar Bank Milwaukee, N.A.
777 East Wisconsin Avenue
Milwaukee, WI 53202
ABA routing number: 075000022
Account number: 112737-090
For further credit to: (insert your account number and registration)
GENERAL BUYING INSTRUCTIONS
Prior to your initial investment, complete and sign an application and send it
to Strong Institutional Client Services, P.O. Box 2936, Milwaukee, WI
53201-2936 or send it by facsimile to 414-359-3535. An employer
identification number (EIN) is required to open an account. The initial
investment minimum for the fund is $10 million. The minimum initial
investment minimum for the fund is waived for registered investment advisors
with a minimum initial investment of at least $250,000. After your initial
investment, additional transactions may be made in any amount. Shares must be
purchased by wire unless you use the Exchange Option described below. To
purchase by wire, place an order by calling 800-733-2274 before 3:00 p.m.
Central Time. Firstar Bank Milwaukee, N.A., the fund's agent, must receive
payment by the close of the federal wire system that day. If payment is not
received by this deadline, your order may be canceled or you may be liable for
the resulting interest expenses. You should wire federal funds as follows:
Firstar Bank Milwaukee, N.A.
777 East Wisconsin Avenue
Milwaukee, WI 53202
ABA routing number: 075000022
Account number: 112737-090
For further credit to: (your account number and registration)
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MULTIPLE CLASS PLAN
The fund has adopted a multiple class plan which currently permits it to offer
Investor Class shares, Advisor Class shares, and Institutional Class shares.
Each class is offered at its net asset value without the imposition of any
sales load, however, each class of shares is subject to fees and expenses which
may differ between classes. The principal difference between each of the
classes of shares is that the Advisor Class shares are subject to distribution
fees and expenses under a 12b-1 plan. The expense structure for the fund's
Institutional Class shares will be similar to the expense structure for the
fund's Advisor Class shares, except the Advisor Class shares will be subject to
distribution fees and expenses under a 12b-1 plan.
BROKER-DEALER
Broker-dealers, including the fund's distributor, and other intermediaries may
also from time to time sponsor or participate in promotional programs pursuant
to which investors receive incentives for establishing with the broker-dealer
or intermediary an account and/or for purchasing shares of the Strong Funds
through the account(s). Investors should contact the broker-dealer or
intermediary and consult the Statement of Additional Information for more
information about promotional programs.
SELLING SHARES
SAME-DAY DIVIDEND AND WIRE
If you have completed a special application, you may receive a same-day
redemption wire by calling 800-733-2274. You must place your redemption order
by 12:00 p.m. Central Time. Redemption proceeds will not earn dividends on the
day in which they are wired. If you use a same-day redemption wire to close
an account, dividends credited to your account for the month up to the day of
redemption will be paid the next business day.
GENERAL SELLING INSTRUCTIONS
Shares must be redeemed by wire unless you use the Exchange Option described
below. The fund pays the wire fees which are a fund expense. You may redeem
shares by either telephone or written instruction.
To redeem by wire, place an order by calling Strong Institutional Client
Services at 800-733-2274 before 3:00 p.m. Central Time. The original
application must be on file with the fund's transfer agent before a redemption
will be processed. You may also redeem shares by sending a written request to
Strong Institutional Client Services, P.O. Box 2936, Milwaukee, WI 53201-2936
or sending it by facsimile to 414-359-3535. Your written request must be signed
exactly as the names of the registered owners appear on the fund's account
records, and the request must be signed by the minimum number of persons
designated on the account application that are required to effect a redemption.
Please note that any written redemption request of $50,000 or more must be
accompanied by a signature guarantee. Payment of the redemption proceeds will
be wired to the bank account(s) designated on the account application.
Redemption proceeds will ordinarily be wired the next business day, but in no
event more than seven days after receipt of the redemption.
((Side Box))
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SIGNATURE GUARANTEES help ensure that major
transactions or changes to your account are in fact
authorized by you. For example, we require a signature
guarantee on written redemption requests for more than
$50,000. You can obtain a signature guarantee for a
nominal fee from most banks, brokerage firms, and
other financial institutions. A notary public stamp or
seal cannot be substituted for a signature guarantee.
- --------------------------------------------------------
</TABLE>
ADDITIONAL POLICIES
EXCHANGE OPTION
You may exchange your shares of the fund for shares of another Strong Fund. You
may make an exchange by calling Strong Institutional Client Services at
800-733-2274 or by sending a facsimile to 414-359-3535. Please obtain and read
the appropriate prospectus before investing in any of the Strong Funds.
Remember, an exchange of shares of one Strong Fund for those of another Strong
Fund, is considered a sale and a purchase of fund shares for tax purposes and
may result in a capital gain or loss. Some Strong Funds that you may want to
exchange into may charge a redemption fee of 0.50% to 1.00% on the sale of
shares
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held for less than six months. Purchases by exchange are subject to the
investment requirements and other criteria of the fund and class purchased.
ADVANCE NOTICE OF LARGE TRANSACTIONS
We strongly urge you to begin all purchases and redemptions as early in the day
as possible and to notify us at least one day in advance of transactions in
excess of $5 million. This will allow Strong to manage the fund most
effectively. When you give us this advance notice, you must provide us with
your name and account number. To protect the fund's performance and
shareholders, we discourage frequent trading in response to short-term market
fluctuations.
PURCHASES IN KIND
You may, if we approve, purchase shares of the fund with securities that are
eligible for purchase by the fund (consistent with the fund's investment
restrictions, policies, and goal) and that have a value that is readily
ascertainable in accordance with the fund's valuation policies.
TELEPHONE TRANSACTIONS
We use reasonable procedures to confirm that telephone transaction requests
are genuine. We may be responsible if we do not follow these procedures. You
are responsible for losses resulting from fraudulent or unauthorized
instructions received over the telephone, provided we reasonably believe the
instructions were genuine. During times of unusual market activity, our phones
may be busy and you may experience a delay placing a telephone request.
INVESTING THROUGH A THIRD PARTY
If you invest through a third party (rather than directly with Strong), the
policies and fees may be different than described in this prospectus. Banks,
brokers, 401(k) plans, financial advisors, and financial supermarkets may
charge transaction fees and may set different minimum investments or
limitations on buying or selling shares. Consult a representative of your
plan or financial institution if you are not sure.
DISTRIBUTIONS
DISTRIBUTION POLICY
The fund generally pays you dividends from net investment income monthly and
distributes any net capital gains that it realizes annually. Dividends are
declared on each day NAV is calculated, except for bank holidays. Dividends
earned on weekends, holidays, and days when the fund's NAV is not calculated
are declared on the first day preceding these days that the fund's NAV is
calculated. Your investment generally earns dividends from the first business
day after we accept your purchase order.
REINVESTMENT OF DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS
Your dividends and capital gain distributions will be automatically reinvested
in additional shares, unless you choose otherwise. Your other options are to
receive checks for these payments, or have them credited to your bank account
by Electronic Funds Transfer. To change the current option for payment of
dividends and capital gain distributions, please call 800-733-2274.
TAXES
TAXABLE DISTRIBUTIONS
Any net investment income and net short-term capital gain distributions you
receive are taxable as ordinary dividend income at your income tax rate.
Distributions of net capital gains are generally taxable as long-term capital
gains. This is generally true no matter how long you have owned your shares
and whether you reinvest your distributions or take them in cash. You may also
have to pay taxes when you exchange or sell shares if your shares have
increased in value since you bought them.
RETURN OF CAPITAL
If your fund's (1) income distributions exceed its net investment income and
net short-term capital gains or (2) capital gain distributions exceed its net
capital gains in any year, all or a portion of those distributions may be
treated as a return of capital to you. Although a return of capital is not
taxed, it will reduce the cost basis of your shares.
YEAR-END STATEMENT
To assist you in tax preparation, after the end of each calendar year, we send
you a statement of your fund's ordinary dividends and net capital gain
distributions (Form 1099).
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BACKUP WITHHOLDING
By law, we must withhold 31% of your distributions and proceeds if (1) you are
subject to backup withholding or (2) you have not provided us with complete
and correct taxpayer information such as your Social Security Number (SSN) or
Tax Identification Number (TIN).
Because everyone's tax situation is unique, you should consult your tax
professional for assistance.
RESERVED RIGHTS
We reserve the right to:
- - Reject any purchase request for any reason including exchanges from other
Strong Funds. Generally, we do this if the purchase or exchange is
disruptive to the efficient management of a fund (due to the timing of the
investment or an investor's history of excessive trading).
- - Change the minimum or maximum investment amounts.
- - Close any account that does not meet minimum investment requirements. We
will give you notice and 60 days to increase your balance to the required
minimum. We may waive the minimum initial investment at our discretion.
- - Reject any purchase or redemption request that does not contain all required
documentation.
- - Amend or terminate purchases in kind at any time.
- - Where principles of fair treatment and fiduciary responsibility dictate:
- - Delay sending out redemption proceeds for up to seven days.
- - Suspend redemptions or postpone payments when the NYSE is closed for any
reason other than its usual weekend or holiday closings, when trading is
restricted by the SEC, or under any emergency circumstances.
- - Make a redemption in kind (a payment in portfolio securities rather than
cash) if the amount you are redeeming is in excess of the lesser of (1)
$250,000 or (2) 1% of the fund's assets.
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FOR MORE INFORMATION
More information is available upon request at no charge, including:
SHAREHOLDER REPORTS: Additional information is available in the annual and
semi-annual report to shareholders. These reports contain a letter from
management, discuss recent market conditions, economic trends and investment
strategies that significantly affected your investment's performance during the
last fiscal year, and list portfolio holdings.
STATEMENT OF ADDITIONAL INFORMATION (SAI): The SAI contains more details about
investment policies and techniques. A current SAI is on file with the SEC and
is incorporated into this prospectus by reference. This means that the SAI is
legally considered a part of this prospectus even though it is not physically
contained within this prospectus.
To request information or to ask questions:
BY TELEPHONE BY OVERNIGHT DELIVERY
800-733-2274 Strong Institutional Client Services
100 Heritage Reserve
Menomonee Falls, WI 53051
BY MAIL
Strong Institutional Client Services ON THE INTERNET
P.O. Box 2936 View on-line or download documents:
Milwaukee, WI 53201-2936 SEC*: www.sec.gov
This prospectus is not an offer to sell securities in places other than the
United States and its territories.
*INFORMATION ABOUT A FUND (INCLUDING THE SAI) CAN ALSO BE REVIEWED AND COPIED
AT THE SECURITIES AND EXCHANGE COMMISSION'S PUBLIC REFERENCE ROOM IN
WASHINGTON, D.C. YOU MAY CALL THE COMMISSION AT 202-942-8090 FOR INFORMATION
ABOUT THE OPERATION OF THE PUBLIC REFERENCE ROOM. REPORTS AND OTHER
INFORMATION ABOUT A FUND ARE ALSO AVAILABLE FROM THE EDGAR DATABASE ON THE
COMMISSION'S INTERNET SITE AT WWW.SEC.GOV. YOU MAY OBTAIN A COPY OF THIS
INFORMATION, AFTER PAYING A DUPLICATING FEE, BY SENDING A WRITTEN REQUEST TO
THE COMMISSION'S PUBLIC REFERENCE SECTION, WASHINGTON, D.C. 20549-0102, OR BY
SENDING AN ELECTRONIC REQUEST TO THE FOLLOWING E-MAIL ADDRESS:
[email protected].
Strong Heritage Money Fund, a series of Strong Heritage Reserve Series, Inc.,
SEC file number: 811-7285
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