FPA International Value Fund (FPIVX)Third Quarter 2016 Webcast Presentation

Presented by: Pierre Py - Portfolio Manager

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ors, LLC

Fund highlights

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Absolute value – Seek genuine bargains and flexibility to hold cash.

Broad universe and benchmark agnostic – Invest across market caps, sectors,geographies.

Bottom-up – Select and value companies based on fundamentals. Look for quality.

Downside focused – Avoid unsustainable businesses and high leverage. Look to buy at asignificant discount to fair value.

Research-based – Portfolio is output of research. Discounts dictate portfolio decisions.

Concentrated – Focus on best ideas. Typically 25-35 holdings. Non-diversified investmentvehicle.

Long-term, often contrarian approach – Expected average holding period of 3-5 years.Time for discount to unwind dictates holding period.

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Inception* 3 Years 1 Year YTD Q3'16 2015 2014 2013 2012 2011*

FPA International Value Fund 6.47 -2.10 5.20 7.56 6.82 -6.34 -9.19 18.00 24.04 1.10MSCI ACWI Ex USA 5.21 0.18 9.26 5.82 6.91 -5.66 -3.87 15.29 16.83 -1.12

Performance as of September 30, 2016

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Highlights:

■ During third quarter, FPIVX up 6.82%, vs. Index up 6.91%. Year-to-date, FPIVX up 7.56%, vs. Index up 5.82%.

■ Since inception, FPIVX up annualized 6.47%.

Liquidity:

■ Cash exposure averaged >20% during period, and since beginning of year. Was ca. 30% at end of quarter.

■ Averaged 30% to 35% since inception. Fluctuated from ca. 10% to >40%, depending on availability of suitable opportunities.

Perspectives:

■ Opportunities created by macro fears around Brexit. Similar to what we saw in first quarter 2012 with European companies.

■ Share prices have generally increased post Brexit. Have had to sell and/or reduce weights of several holdings, including morerecent additions.

■ Cash exposure has increased continuously as a result. Opportunities once again getting more scarce.

*Fund Inception: December 1, 2011. Periods greater than one year are annualized.

Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown. This data

represents past performance and investors should understand that investment returns and principal values fluctuate, so that when you redeem

your investment it may be worth more or less than its original cost. Current month-end performance data may be obtained at www.fpafunds.com or

by calling toll-free, 1-800-982-4372.A redemption fee of 2% will be imposed on redemptions within 90 days. The Fund’s expense ratio as of the most recent prospectus is 1.25%.

Please refer to the end of the presentation for important disclosures.

Calculated using Morningstar Direct.First Pacifi

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ors, LLC

6/30/16 through 9/30/16 Performance

Best performers

Konecranes 41.14%Undisclosed 32.89%Ansell 31.89%Safilo 26.92%ALS 25.42%

6/30/16 through 9/30/16 Performance

Worst performers

Aggreko -26.39%LSL -12.94%Signet -9.29%Fugro -7.90%Oracle -3.68%

■ Aggreko:

– Based in UK. World’s leading provider of temporarypower solutions.

– Significant portion of business pegged to emergingmarkets.

– Demand negatively impacted by decline in oil prices,strengthening of US dollar, and geopolitical issues.

– Stock under pressure from poor market conditionsand increased competitive pressure as a result.

Compelling business model, and ability to focus onimproving asset utilization and free cash flow generation inhard times. Unfortunately, new management appearswilling to accept lower returns, which caused us to revisedown our assessment of intrinsic value.

We remain interested in being shareholders at currentdiscount to intrinsic value.

■ Konecranes

– Based in Finland. Leading manufacturer of electricallifting equipment.

– Started building position early this year when mergerwith Terex derailed by Zoomlion’s competing offer.

– Successful offer by Konecranes to acquire Terex’s

Demag only as alternative to proposed merger.

– Deal puts together two large global installed basesof cranes, with significant synergy opportunities.

Dominant global player in its field with best-in-classmanagement team, operationally, strategically, andfinancially. Value creation opportunity through integrationof Demag. Potential cyclical upturn. Strong balancesheet.

We remain interested in being shareholders despite thestrong performance in the group’s share price in the pastfew months.

Key performers*

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*Represents the percentage of the issuer's share price change from 6/30/16 to 9/30/16. The percentage price change does not equate with the performance of the holding in

the Fund’s portfolio. In addition, key performers are presented gross of investment management fees, transactions costs, and Fund operating expenses, which if included,

would reduce the returns presented. As of 09/30/16, the key performers and corresponding position sizes were as follows: Konecranes: 2.45%; Ansell: 1.30%; Safilo: 2.17%;

ALS: 2.49%; Aggreko: 1.42%; LSL: 1.97%; Signet: 2.60%; LSL: 5.76%; and Fugro: 2.99%. Past performance is no guarantee of future results. Please see the end of the

presentation for important disclosures.First Pacifi

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ors, LLC

Given Brexit aftermath early in period, and generally strong subsequent share price gains, quarter was yet another time

of high activity for Fund.

Recent additions reflect opportunities created by macro fears around Brexit. Similar to what we saw in first quarter 2012

with European companies.

■ Made four new purchases, including:– Britvic: Based in UK. Formally local Pepsi bottler. Grew into a leading soft drinks company with strong portfolio of

proprietary brands, and operations in UK, Ireland, northern Europe, France, the U.S., and Brazil.– Volution: Based in UK. Leading supplier of ventilation products to the residential and commercial construction market in the

UK, and to a much lesser degree, northern Europe.

■ Disclosed three recently built positions.– Avon Rubber: Based in UK. Holding with various business interests. Most notably, sole provider of field protective masks to

U.S. Department of Defense. Also leading manufacturer of dairy liners under Milkrite brand, which primarily sell in the U.S.– Howden Joinery: Based in UK. Largest British manufacturer and supplier of fitted kitchens.– Safilo: Based in Italy. Eyewear creator and worldwide distributor of sunglasses and optical frames. Manages portfolio of own

proprietary brands (Carrera, Polaroid, Smith), and licensed fashion brands such as Dior, Marc Jacobs, and Hugo Boss.

■ Sold five holdings, including:– Danone: Based in France. World’s leading producer of fresh dairy products. Also operate a strong baby food business, a

fast-growing medical nutrition business and a good water business. Not only had stock reached fair value, but groupleveraged itself up to purchase Silk soymilk producer Whitewave for an acquisition multiple of 35x last year’s profits.

– Morgan Advanced: Last quarter case study. Based in UK. A leading producer of advanced materials, manufacturingceramics, and to a lesser degree, carbon that can withstand high temperatures and pressure.

– Sodexo: Based in France. A leading provider of catering and facility management services. Also operates a well-establishedbenefits and rewards business.

Portfolio activity

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Portfolio composition will change due to ongoing management of the funds. Please refer to the end of the presentation for important disclosures. As of 09/30/16, the

securities mentioned and corresponding position sizes were as follows: Britvic: 2.23%; Volution: 2.65%; Avon Rubber: 2.29%; Howden Joinery: 1.01%; Safilo: 2.17%.First Pacifi

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Dramatic reduction in holdings of UK high street real estate agencies.

Other changes, mostly reductions, effectively function of continued rise in share prices, with associated unwinding of

discounts to intrinsic values, and relative attractiveness of all individual portfolio holdings.

■ Sale of Countrywide:– Core investment principles: i) On-going fundamental research. Ii) Never hide behind long-term approach: sell if facts change

and investment criteria no longer met. iii) Be mindful of portfolio clusters and implicit underlying sector calls.– Efforts to understand rapid changes in market over past few months through proprietary fundamental research: Trip to UK,

numerous meetings, and calls at multiple company levels with main industry participants including high street agents (e.g.LSL, Foxtons), online portals (e.g. Zoopla), and new entrants (e.g. Purplebricks).

– Formulated following assessment:o Disruption from hybrid agencies. Model predicated on digital technology platform (rather than physical branches),

mass advertising, aggressively recruiting agents under franchise-like agreements, and charging fixed fee for propertylistings (rather than percentage of transaction value at closing) at material discount to typical market prices.

o Market conditions have meaningfully deteriorated post Brexit. Further incenting agents to shift to new model. Alsomakes managing market changes challenging for high street agencies, with pending initiatives to close branches andcut costs, and efforts required to develop and launch new products. Few strategic options available.

o Countrywide is highly exposed to these changes. Balance sheet is looking stretched in face of new challenges.Company had to suspend two important value drivers: Share repurchases, and letting acquisitions. Management isrelatively new and unproven against such market developments.

■ Meaningful reduction in weight of LSL:– Faces same challenges, but group is more geared toward property appraisals and lettings.– LSL’s Chairman - and former CEO - who led company through financial crisis, remains one of largest shareholders.– Balance sheet is stronger.– Discount to intrinsic value dramatically higher than in case of Countrywide.

“When the facts change…”

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Portfolio composition will change due to ongoing management of the funds. Please refer to the end of the presentation for important disclosures. As of 09/30/16, LSL was

1.97% of FPIVX.First Pacifi

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Portfolio as of September 30, 2016

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Overview:■ 31 disclosed holdings. Top 10 ca. 35% of assets.

Top 5 >20%. Include Fenner, KSB, and Page.

■ Weighted average discount of about 32%.

■ Weighted average market cap around $15bn (~$250m to >$150bn). Median just under $3bn.

Geographic Analysis:■ Mostly Europe, UK in particular. Increased post

Brexit with reduction in stock prices and sharp fall in currency.

■ Still no Japan. Small portion in Emerging Markets. Generally less and less compelling.

■ >55% of cash flows generated outside Europe. At least 70% of both Euro and GBP exposure hedged defensively.

Sector Analysis:■ Remained heavy Industrials. Largely a function of

energy and mining holdings.■ Still no banks. Limited exposure to high point

cyclicals (e.g. auto manufacturers and related).■ Geared toward cash generative, capital light

businesses: services, consumer goods. Notable exposure to IT with ERP software providers.

Geographic allocation* (% of assets invested):

Sector allocation* (% of assets invested):

1.9%

2.9%

4.4%

6.1%

13.7%

19.5%

51.4%

Health Care

Real Estate

Consumer Staples

Energy

Information Technology

Consumer Discretionary

Industrials

*Excludes undisclosed holdings. Sector and geographic allocations exclude cash/cash equivalents. Portfolio

composition will change due to ongoing management of the Fund.

Please refer to the end of the presentation for important disclosures.

Europe74.3%

Emerging Markets5.8%

Pacific Basin10.6%

Other9.2%

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■ Based in Australia. World’s leading testing company in geochemistry, and a dominant player inminerals more generally. Also a strong player in environmental testing. Competes in a broad rangeof other testing, inspection, and certification (TIC) markets.

■ Minerals testing can be compelling business:– Cost of testing not significant relative to decisions at stake and high cost of failure. Each drilling

campaign requires testing on thousands of samples with a quick turnaround.– Customers in the mining industry are typically risk averse.– Requires worldwide network of labs with highly qualified, and fully certified personnel. Also

requires good information management system to track and preserve integrity of samples.– Concentrated niche accounting for small percentage of otherwise highly fragmented global TIC

market, with reasonably well-run participants.– Competitive advantages include ALS’s strong reputation, long-standing customer relationships,

large database of historical information, and worldwide network of labs supported by a single,proprietary global information management system.

■ Minerals testing has seen dramatic volume declines due to capital expenditure cutbacks by miningcompanies. ALS has experienced double-digit negative growth in past 3 years. As a result, shareprice was down more than 50% when we initiated the position in late 2014. At the time, the stockwas trading at less than 7x peak profitability, with a high-single digit free cash flow yield.

■ Compelling option of possible recovery in mining. Minerals volume declines also overshadowed factthat group’s other testing businesses now make up 75% of profits. TIC businesses offer good growthprospect and are routinely valued at high teen multiples of profits.

■ Board showed poor governance with inexplicable right offering in 2015. But Chairman was replaced.And management has performed well operationally. Despite severe top line pressure, minerals hasremainedALS’s most profitable segment, and group’s returns are still >20% (versus >40% at peak).

■ Even without a right issue, ND/EBITDA would have remained ~2.5x, with no short-term maturities.

Case study: ALS (ALQ AU)

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As of 09/30/16, ALS represented 2.49% of FPIVX. Please refer to the end of the presentation for important disclosures.First Pacifi

c Advis

ors, LLC

Question & Answer

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These slides are intended as supplemental material to the 3rd Quarter 2016 FPA International Value audio presentation that is posted on our website

fpafunds.com.

The views expressed on these slides and in the accompanying audio presentation are as of today, October 28, 2016, and are subject to change based on

market and other conditions. These views may differ from other portfolio managers and analysts of the firm as a whole, and are not intended to be a forecast

of future events, a guarantee of future results or investment advice. The information provided herein does not constitute, and should not be construed as, an

offer or solicitation with respect to any securities, products or services discussed.

Portfolio composition will change due to ongoing management of the Fund. Any mention of individual securities or sectors should not be construed as a

recommendation to purchase or sell such securities, and any information provided is not a sufficient basis upon which to make an investment decision. It

should not be assumed that future investments will be profitable or will equal the performance of the security examples discussed. The portfolio holdings as of

the most recent quarter-end may be obtained at www.fpafunds.com..

You should consider the Fund's investment objectives, risks, and charges and expenses carefully before you invest. The Prospectus details the

Fund's objective and policies and other matters of interest to the prospective investor. Please read this Prospectus carefully before investing. The

Prospectus may be obtained by visiting the website at www.fpafunds.com, by calling toll-free, 1-800-982-4372, or by contacting the Fund in

writing.

Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown. This data

represents past performance and investors should understand that investment returns and principal values fluctuate, so that when you redeem

your investment it may be worth more or less than its original cost. The Fund’s expense ratio as of its most recent prospectus is 1.25%. A

redemption fee of 2% will be imposed on redemptions within 90 days. Current month-end performance data may be obtained at

www.fpafunds.com or by calling toll-free, 1-800-982-4372.

The views expressed herein and any forward-looking statements are as of the date of the publication and are those of the portfolio managers. Future events

or results may vary significantly from those expressed and are subject to change at any time in response to changing circumstances and industry

developments. This information and data has been prepared from sources believed reliable, but the accuracy and completeness of the information cannot be

guaranteed and is not a complete summary or statement of all available data.

Investments in mutual funds carry risks and investors may lose principal value. Stock markets are volatile and can decline significantly in response to

adverse issuer, political, regulatory, market, or economic developments. The Fund may purchase foreign securities, including American Depository Receipts

(ADRs) and other depository receipts, which are subject to interest rate, currency exchange rate, economic and political risks. Foreign investments,

especially those of companies in emerging markets, can be riskier, less liquid, harder to value, and more volatile than investments in the United States.

Adverse political and economic developments or changes in the value of foreign currency can make it more difficult for the Fund to value the securities.

Differences in tax and accounting standards, difficulties in obtaining information about foreign companies, restrictions on receiving investment proceeds from

a foreign country, confiscatory foreign tax laws, and potential difficulties in enforcing contractual obligations, can all add to the risk and volatility of foreign

investments.

Important Disclosures

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Value securities, including those selected by the Fund’s portfolio managers, are subject to the risks that their intrinsic value may never be realized by the

market and that their prices may go down. In addition, value style investing may fall out of favor and underperform growth or other styles of investing during

given periods. Securities selected by the portfolio managers using a value strategy may never reach their intrinsic value because the market fails to recognize

what the portfolio managers consider to be the true business value or because the portfolio managers have misjudged those values.

The Fund is non-diversified and may hold fewer securities than a diversified fund because it is permitted to invest a greater percentage of its assets in a

smaller number of securities. Holding fewer securities increases the risk that the value of the Fund could go down because of the poor performance of a single

investment. In addition, small- and mid-cap securities involve greater risks and can fluctuate in price more than larger company securities.

Index Definitions

The MSCI ACWI ex US Index is a float-adjusted market capitalization index that is designed to measure the combined equity market performance of developed

and emerging market countries excluding the United States.

Indices do not reflect any commissions or fees which would be incurred by an investor purchasing the underlying securities. You cannot invest directly in an

Index.

Other Definitions

Return on Capital Employed = Earnings Before Interest and Tax (EBIT) / Capital Employed. 2EBITDA (Earnings before Interest Tax Depreciation and

Amortization ) is essentially net income with interest, taxes, depreciation, and amortization added back to it, and can be used to analyze and compare

profitability between companies and industries because it eliminates the effects of financing and accounting decisions.

The FPA Funds are distributed by UMB Distribution Services, LLC, 235 W. Galena Street, Milwaukee, WI, 53212.

Important Disclosures – cont’d

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