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Tribeca Australian Smaller Companies Fund Class A Product Disclosure Statement ARSN 114 913 003 APIR ETL0052AU Issue Date 26 October 2018 About this PDS This Product Disclosure Statement (“PDS”) has been prepared and issued by Equity Trustees Limited (“Equity Trustees”, “we” or “Responsible Entity”) and is a summary of the significant information relating to an investment in the Tribeca Australian Smaller Companies Fund Class A (the “Fund”). It contains a number of references to important information (including a glossary of terms) contained in the Tribeca Investment Partners Reference Guide (“Reference Guide”), which forms part of this PDS. You should carefully read and consider both the information in this PDS, and the information in the Reference Guide, before making a decision about investing in the Fund. The information provided in this PDS is general information only and does not take account of your personal objectives, financial situation or needs. You should obtain financial and taxation advice tailored to your personal circumstances and consider whether investing in the Fund is appropriate for you in light of those circumstances. This PDS is for Class A units in the Fund and is only available to persons receiving the PDS in Australia or New Zealand. New Zealand investors must read the Tribeca Australian Smaller Companies Fund – Class A New Zealand Investor Information Sheet before investing in the Fund. This PDS does not constitute a direct or indirect offer of securities in the US or to any US Person as defined in Regulation S under the Securities Act of 1933 as amended (“US Securities Act”). Equity Trustees may vary this position and offers may be accepted on merit at Equity Trustees’ discretion. The units in the Fund have not been, and will not be, registered under the US Securities Act unless otherwise approved by Equity Trustees and may not be offered or sold in the US to, or for, the account of any US Person (as defined in the Reference Guide) except in a transaction that is exempt from the registration requirements of the US Securities Act and applicable US state securities laws. Contents 1. About Equity Trustees Limited 2. How the Tribeca Australian Smaller Companies Fund works 3. Benefits of investing in the Tribeca Australian Smaller Companies Fund 4. Risks of managed investment schemes 5. How we invest your money 6. Additional information on fees and costs 7. How managed investment schemes are taxed 8. How to apply 9. Other information The Reference Guide Throughout the PDS, there are references to additional information contained in the Reference Guide. You can obtain a copy of the PDS and the Reference Guide, free of charge, by visiting www.eqt.com.au/insto or you can request a copy free of charge by calling Link Market Services on 1300 366 176 or by calling the Responsible Entity. The information contained in the Reference Guide may change between the day you receive this PDS and the day you acquire the product. You must therefore ensure that you have read the Reference Guide current as at the date of your application. Updated information Information in this PDS is subject to change. We will notify you of any changes that have a material adverse impact on you or other significant events that affect the information contained in this PDS. Any information that is not materially adverse information is subject to change from time to time and may be obtained by visiting www.eqt.com.au/insto or you can request a copy free of charge by calling Link Market Services on 1300 366 176. A paper copy of the updated information will be provided free of charge on request. Unit Register Link Market Services P.O. Box 3721 Rhodes NSW 2138 Ph: 1300 366 176 Web:https://mymanagedfunds.com.au/ Funds/Tribeca/Login Investment Manager Tribeca Investment Partners Pty Ltd ABN 64 080 430 100, AFSL 239070 Ph: +61 2 9640 2600 Web: www.tribecaip.com.au Responsible Entity Equity Trustees Limited ABN 46 004 031 298, AFSL 240975 GPO Box 2307 Melbourne VIC 3001 Ph: +61 3 8623 5000 Web: www.eqt.com.au/insto Tribeca Australian Smaller Companies Fund Class A PDS 1

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Page 1: Tribeca Australian Smaller Companies Fund Class A/media/equitytrustees/...Tribeca Australian Smaller Companies Fund Class A Product Disclosure Statement ARSN 114 913 003 APIR ETL0052AU

Tribeca Australian SmallerCompanies Fund Class AProduct Disclosure StatementARSN 114 913 003APIR ETL0052AUIssue Date 26 October 2018

About this PDSThis Product Disclosure Statement (“PDS”) has been prepared and issued by EquityTrustees Limited (“Equity Trustees”, “we” or “Responsible Entity”) and is a summary ofthe significant information relating to an investment in the Tribeca Australian SmallerCompanies Fund Class A (the “Fund”). It contains a number of references to importantinformation (including a glossary of terms) contained in the Tribeca Investment PartnersReference Guide (“Reference Guide”), which forms part of this PDS. You should carefullyread and consider both the information in this PDS, and the information in the ReferenceGuide, before making a decision about investing in the Fund.

The information provided in this PDS is general information only and does not takeaccount of your personal objectives, financial situation or needs. You should obtainfinancial and taxation advice tailored to your personal circumstances and considerwhether investing in the Fund is appropriate for you in light of those circumstances.

This PDS is for Class A units in the Fund and is only available to persons receiving the PDS inAustralia or New Zealand. New Zealand investors must read the Tribeca Australian SmallerCompanies Fund – Class A New Zealand Investor Information Sheet before investing in theFund.

This PDS does not constitute a direct or indirect offer of securities in the US or to any USPerson as defined in Regulation S under the Securities Act of 1933 as amended (“USSecurities Act”). Equity Trustees may vary this position and offers may be accepted on meritat Equity Trustees’ discretion. The units in the Fund have not been, and will not be,registered under the US Securities Act unless otherwise approved by Equity Trustees andmay not be offered or sold in the US to, or for, the account of any US Person (as defined inthe Reference Guide) except in a transaction that is exempt from the registrationrequirements of the US Securities Act and applicable US state securities laws.

Contents1. About Equity Trustees Limited

2. How the Tribeca AustralianSmaller Companies Fund works

3. Benefits of investing in theTribeca Australian SmallerCompanies Fund

4. Risks of managed investmentschemes

5. How we invest your money

6. Additional information on feesand costs

7. How managed investmentschemes are taxed

8. How to apply

9. Other information

The Reference GuideThroughout the PDS, there are references to additional information contained in the Reference Guide. You can obtain a copy of the PDS andthe Reference Guide, free of charge, by visiting www.eqt.com.au/insto or you can request a copy free of charge by calling Link Market Serviceson 1300 366 176 or by calling the Responsible Entity.

The information contained in the Reference Guide may change between the day you receive this PDS and the day you acquire the product. Youmust therefore ensure that you have read the Reference Guide current as at the date of your application.

Updated informationInformation in this PDS is subject to change. We will notify you of any changes that have a material adverse impact on you or othersignificant events that affect the information contained in this PDS. Any information that is not materially adverse information is subject tochange from time to time and may be obtained by visiting www.eqt.com.au/insto or you can request a copy free of charge by calling LinkMarket Services on 1300 366 176. A paper copy of the updated information will be provided free of charge on request.

Unit RegisterLink Market ServicesP.O. Box 3721Rhodes NSW 2138Ph: 1300 366 176Web:https://mymanagedfunds.com.au/Funds/Tribeca/Login

Investment ManagerTribeca Investment Partners Pty LtdABN 64 080 430 100, AFSL 239070Ph: +61 2 9640 2600Web: www.tribecaip.com.au

Responsible EntityEquity Trustees LimitedABN 46 004 031 298, AFSL 240975GPO Box 2307Melbourne VIC 3001Ph: +61 3 8623 5000Web: www.eqt.com.au/insto

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1. About Equity Trustees LimitedThe Responsible EntityEquity Trustees LimitedEquity Trustees Limited ABN 46 004 031 298 AFSL 240975, asubsidiary of EQT Holdings Limited ABN 22 607 797 615, which is apublic company listed on the Australian Securities Exchange (ASX:EQT), is the Fund’s responsible entity and issuer of this PDS.Established as a trustee and executorial service provider by a specialAct of the Victorian Parliament in 1888, today Equity Trustees is adynamic financial services institution which continues to grow thebreadth and quality of products and services on offer.

Equity Trustees’ responsibilities and obligations as the Fund’sresponsible entity are governed by the Fund’s constitution(“Constitution”), the Corporations Act and general trust law. EquityTrustees has appointed Tribeca Investment Partners Pty Ltd(“Tribeca”) as the investment manager of the Fund. Equity Trusteeshas appointed a custodian to hold the assets of the Fund. Thecustodian has no supervisory role in relation to the operation of theFund and is not responsible for protecting your interests.

The Investment ManagerTribeca Investment Partners Pty LtdEstablished in 1998, Tribeca proudly retains its boutique structureand culture and is owned by Tribeca employees. At the date of thisPDS, Tribeca manages approximately $2.2 billion in funds for clients,invested across all major asset Classes. Tribeca’s success is based ona culture of investment creativity balanced by a range of disciplinedand comprehensive processes.

Tribeca believes that a systematic investment process that identifiesmis-priced securities enhances the potential to achieve returns thatconsistently outperform the market. This process needs to generatean information advantage as well as be able to exploit observedmarket biases. A multi-faceted investment approach enables thedevelopment of a range of products that apply specific skills tomaximum effect in different segments of the market.

2. How the Tribeca Australian SmallerCompanies Fund works

The Fund is a registered managed investment scheme governed bythe Constitution. The Fund comprises assets which are acquired inaccordance with the Fund’s investment strategy. Direct investorsreceive units in the Fund when they invest. In general, each unitrepresents an equal interest in the assets of the Fund subject toliabilities; however, it does not give investors an interest in anyparticular asset of the Fund.

If you invest in the Fund through an IDPS (as defined in the ReferenceGuide) you will not become an investor in the Fund. The operator orcustodian of the IDPS will be the investor entered in the Fund’sregister and will be the only person who is able to exercise the rightsand receive the benefits of a direct investor. Your investment in theFund through the IDPS will be governed by the terms of yourIDPS. Please direct any queries and requests relating to yourinvestment to your IDPS Operator. Unless otherwise stated, theinformation in the PDS applies to direct investors.

Applying for unitsYou can acquire units by completing the Application Form thataccompanies this PDS. The minimum initial investment amount forthe Fund is $25,000.

Completed Application Forms should be sent along with youridentification documents (if applicable) to:

Tribeca Australian Smaller Companies Fundc/o Link Market ServicesPO Box 3721Rhodes NSW 2138

Please note that cash and cheques cannot be accepted.

We reserve the right to accept or reject applications in whole or inpart at our discretion. We have the discretion to delay processingapplications where we believe this to be in the best interest of theFund’s investors.

The price at which units are acquired is determined in accordancewith the Constitution (“Application Price”). The Application Price ona Business Day is, in general terms, equal to the Net Asset Value(“NAV”) of the Fund, divided by the number of units on issue andadjusted for transaction costs (“Buy Spread”). At the date of thisPDS, the Buy Spread is 0.30%.

The Application Price will vary as the market value of assets in theFund rises or falls.

Making additional investmentsYou can make additional investments into the Fund at any time bysending us your additional investment amount together with acompleted Application Form. $1,000.

DistributionsAn investor’s share of any distributable income is calculated inaccordance with the Constitution and is generally based on thenumber of units held by the investor at the end of the distributionperiod.

The Fund usually distributes income semi-annually at the end of Juneand December. Distributions are calculated effective the last day ofeach distribution period and are normally paid to investors as soonas practicable after the distribution calculation date.

Investors in the Fund can indicate a preference to have theirdistribution:

• reinvested back into the Fund; or• directly credited to their Australian domiciled bank account.

Investors who do not indicate a preference will have theirdistributions automatically reinvested. Applications for reinvestmentwill be taken to be received immediately prior to the next BusinessDay after the relevant distribution period. There is no Buy Spread ondistributions that are reinvested.

In some circumstances, the Constitution may allow for an investor’swithdrawal proceeds to be taken to include a component ofdistributable income.

Indirect Investors should review their IDPS Guide for information onhow and when they receive any income distribution.

New Zealand investors can only have their distribution paid in cash ifan AUD Australian domiciled bank account is provided, otherwise itmust be reinvested (refer to the Tribeca Australian SmallerCompanies Fund – Class A New Zealand Investor Information Sheet)

Access to your moneyInvestors in the Fund can generally withdraw their investment bycompleting a written request to withdraw from the Fund and mailingit to:

Tribeca Australian Smaller Companies Fundc/o Link Market ServicesPO Box 3721Rhodes NSW 2138

Or sending it by fax to +61 2 9287 0373

The minimum withdrawal amount is $1,000. Once we receive andaccept your withdrawal request, we may act on your instructionwithout further enquiry if the instruction bears your account numberor investor details and your (apparent) signature(s), or yourauthorised signatory’s (apparent) signature(s).

Equity Trustees will generally allow an investor to access theirinvestment within 7 days of acceptance of a withdrawal request bytransferring the withdrawal proceeds to such investors’ nominatedbank account. However, Equity Trustees is allowed to rejectwithdrawal requests, and also to make payment up to 30 days afteracceptance of a request (which may be extended in certaincircumstances) as outlined in the Constitution and Reference Guide.

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We reserve the right to accept or reject withdrawal requests in wholeor in part at our discretion.

The price at which units are withdrawn is determined in accordancewith the Constitution (“Withdrawal Price”). The Withdrawal Price ona Business Day is, in general terms, equal to the NAV of the Fund,divided by the number of units on issue and adjusted for transactioncosts (“Sell Spread”). At the date of this PDS, the Sell Spread is0.30%.

The Withdrawal Price will vary as the market value of assets in theFund rises or falls.

Equity Trustees reserves the right to fully redeem your investment ifyour investment balance in the Fund falls below $20,000 as a result ofprocessing your withdrawal request. In certain circumstances, forexample, when there is a freeze on withdrawals, where accepting awithdrawal is not in the best interests of investors in the Fundincluding due to one or more circumstances outside its control orwhere the Fund is not liquid (as defined in the Corporations Act),Equity Trustees can deny or suspend a withdrawal request and youmay not be able to withdraw your funds in the usual processing timesor at all. When the Fund is not liquid, an investor can only withdrawwhen Equity Trustees makes a withdrawal offer to investors inaccordance with the Corporations Act. Equity Trustees is not obligedto make such offers.

If you are an Indirect Investor, you need to provide your withdrawalrequest directly to your IDPS Operator. The time to process awithdrawal request will depend on the particular IDPS Operator andthe terms of the IDPS.

Unit pricing discretions policyEquity Trustees has developed a formal written policy in relation tothe guidelines and relevant factors taken into account whenexercising any discretion in calculating unit prices (includingdetermining the value of the assets and liabilities). A copy of thepolicy and, where applicable and to the extent required, any otherrelevant documents in relation to the policy will be made availablefree of charge on request.

Additional informationIf and when the Fund has 100 or more direct investors, it will beclassified by the Corporations Act as a ‘disclosing entity’. As adisclosing entity, the Fund will be subject to regular reporting anddisclosure obligations. Investors would then have a right to obtain acopy, free of charge, of any of the following documents:

• the most recent annual financial report lodged with ASIC(“Annual Report”);

• any subsequent half yearly financial report lodged with ASICafter the lodgement of the Annual Report; and

• any continuous disclosure notices lodged with ASIC after theAnnual Report but before the date of this PDS.

Equity Trustees will comply with any continuous disclosure obligationby lodging documents with ASIC as and when required.

Copies of these documents lodged with ASIC in relation to the Fundmay be obtained from ASIC through ASIC’s website.

Further reading�

You should read the important information in the ReferenceGuide about:

• Application cut-off times;

• Application terms;

• Authorised signatories;

• Reports;

• Withdrawal cut-off times;

• Withdrawal terms; and

• Withdrawal restrictions,

under the “Investing in the Investing in the Tribeca AustralianSmaller Companies Fund”, “Managing your investment” and“Withdrawing your investment” sections before making adecision. Go to the Reference Guide which is available atwww.eqt.com.au/insto. The material relating to these mattersmay change between the time when you read this PDS and theday when you acquire the product.

3. Benefits of investing in the TribecaAustralian Smaller Companies Fund

Benefits:The Fund provides exposure to listed Australian companies outsideof the top 50 and predominantly outside of the top 100 ASX listedcompanies by market capitalisation. This provides:

• the ability to gain exposure to businesses earlier in theirdevelopment, long before their earnings growth has tapered offor the market has priced in all of the potential growth of thecompany; and

• portfolio diversification, as smaller companies tend to performdifferently through market cycles than larger ones.

Features:The Fund is a professionally managed fund. By investing incompanies outside of the top 50 and limiting exposure to top 100ASX listed companies by market capitalisation, the Fund seeks tobenefit from the concept of information arbitrage. This refers to thefact that the largest companies tend to be very well covered bystockbrokers, thereby reducing the opportunity to profit frominformation gained through research. On the other hand, smallercompanies are often ignored and therefore research on thesecompanies can uncover unrecognised value.

This Fund also seeks to invest in relatively high quality companies.

4. Risks of managed investmentschemes

All investments carry risks. Different investment strategies may carrydifferent levels of risk, depending on the assets acquired under thestrategy. Assets with the highest long-term returns may also carry thehighest level of short-term risk. The significant risks below should beconsidered in light of your risk profile when deciding whether toinvest in the Fund. Your risk profile will vary depending on a range offactors, including your age, the investment time frame (how long youwish to invest for), your other investments or assets and your risktolerance.

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The Responsible Entity and the Investment Manager do notguarantee the liquidity of the Fund’s investments, repayment ofcapital or any rate of return or the Fund’s investment performance.The value of the Fund’s investments will vary. Returns are notguaranteed and you may lose money by investing in the Fund. Thelevel of returns will vary and future returns may differ from pastreturns. Laws affecting managed investment schemes may change inthe future. The structure and administration of the Fund is alsosubject to change.

In addition, we do not offer advice that takes into account yourpersonal financial situation, including advice about whether the Fundis suitable for your circumstances. If you require personal financial ortaxation advice, you should contact a licensed financial adviserand/or taxation adviser.

Market riskChanges in legal and economic policy, political events, technologyfailure, changes in interest rates, economic cycles, investor sentimentand social climate can all directly or indirectly create an environmentthat may influence (negatively or positively) the value of yourinvestments in the Fund.

Interest rate riskChanges in official interest rates can directly and indirectly impact(negatively or positively) on investment returns. Generally, anincrease in interest rates has a contractionary effect on the state ofthe economy and the valuation of securities. For example, risinginterest rates can have a negative impact on a company’s value asincreased borrowing costs may cause earnings to decline. As a result,the company’s share price may fall.

Company specific riskThere may be instances where the value of a company’s securities willfall because of company specific factors (for example, where acompany’s major product is subject to a product recall). The value ofa company’s securities can also vary because of changes tomanagement, product, distribution or the company’s businessenvironment.

Concentration riskThe concentrated nature of the investments of the Fund will reducethe potential benefit of diversification. The potential benefit ofdiversification is to reduce volatility of investments. As the Fund has aconcentrated portfolio of investments it may experience highervolatility than a more diversified portfolio.

Liquidity riskThere may be times when there is a limited secondary market for thesecurities in which the Fund may invest, and this may affect the abilityof the Fund to realise investments or to meet redemption requests.EQT does not guarantee the liquidity of the Fund’s investments oryour investments in the Fund. EQT has attempted to mitigate theliquidity risk factor by ensuring sufficient cash exposure in the Fundto meet liquidity requirements.

Legal riskThere is a risk that laws, including tax laws, might change or becomedifficult to enforce.

Regulatory riskThis is the risk that domestic laws or regulations are changedadversely or that regulatory supervision of transactions and reportingis performed by the Investment Manager at less than an appropriatestandard. The Investment Manager aims to manage this risk byregularly and closely reviewing changes in the regulatoryenvironment.

Security selection riskThe Investment Manager may make investment decisions that resultin low returns (for example, where the Investment Manager invests ina company that significantly underperforms the Fund’s benchmark).This risk is mitigated to some extent by the knowledge andexperience of the Investment Manager.

Derivatives riskDerivatives are financial instruments used to obtain or reduce marketexposure. They can be used to manage certain risks and they canalso increase other risks.

In relation to the Fund, Derivatives will generally only be used tomanage the Fund more efficiently in relation to large cash inflows to,or large redemptions, from the Fund.

Risks associated with Derivatives may include:

• adverse movement in the physical asset or the benchmarkunderlying the Derivative;

• potential illiquidity of the Derivative;• the Fund being unable to meet payment obligations as they

arise; and• the counterparty to any Derivative contract not being able to

meet its obligations under the contract.

Credit riskThere is a risk that a party to a credit transaction fails to meet itsobligations, such as a counterparty defaulting under a Derivativecontract.

The Fund’s custodian will have general custody of the Fund’s assets.The failure of the custodian to secure custody of the Fund’s assetsmay result in adverse consequences for the assets held by the Fundand may in turn have an adverse effect on the Net Asset Value of theFund.

Fund riskAs with all managed funds, there are risks particular to the Fund,including that the Fund could terminate, the fees and expensescould change, the Investment Manager could be replaced and theinvestment professionals could change. There is also a risk thatinvesting in the Fund may give different results than investing directlybecause of income or capital gains accrued in the Fund and theconsequences of investment and redemption by other investors. Weaim to keep Fund risk to a minimum by monitoring the Fund andacting in your best interests.

Key personnel riskTribeca is dependent to some extent upon the expertise of itsexisting investment team. Consequently, the Fund’s performancecould be adversely affected if key members of the investment teamdo not continue to provide their services to Tribeca.

5. How we invest your money

Warning: Before choosing to invest in the Fund you shouldconsider the likely investment returns, the risks of investing andyour investment time frame.

Investment objectiveTo achieve positive returns in excess of the Fund’s benchmark beforefees and expenses over the long term by investing in smallcapitalisation Australian companies which are predominantly outsidethe top 100 stocks as defined by market capitalisation.

BenchmarkS&P/ASX Small Ordinaries Accumulation Index.

Minimum suggested time frameAt least 5 years.

Risk level of the FundHigh.

There is a risk investors may lose some or all of their initialinvestment. Higher risk investments tend to fluctuate in the shortterm but can produce higher returns than lower risk investments overthe long term.

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Investor suitabilitySuited to long-term investors seeking an active Australian equitysmall companies investment strategy.

Investment style and approachTribeca approaches small companies investing by comparing therelative merits of a broad range of smaller companies and identifyingthose with a suitable degree of financial stability that demonstratepotential for superior growth, or other attractive attributes. Inaddition, the valuation of potential investments relative to otherinvestments is an important consideration. With the aim ofgenerating a return that is better than the benchmark, Tribeca limitsthe portfolio to a relatively concentrated number of stocks whichallows for positions that are meaningful enough to impact portfolioreturns whilst also allowing for suitable diversification. Lastly, Tribecautilises tools to assess the portfolio as a whole to attempt to ensurethat the portfolio is not unwittingly exposed to a range of risks.

Tribeca’s investment process has been forged over more than adecade and aims to identify the market leading companies of thefuture. The investment process will tend to have a bias towardcompanies with relatively high quality and sustainable earningsstreams. The following points summarise Tribeca’s view to buildingan effective smaller companies portfolio:

• skilful stock selection is critical for a small companies strategygiven the need for caution with regard to capital preservation;

• a relatively concentrated stock portfolio aims to ensure that thebenefits of Tribeca’s comprehensive research process iscaptured, that quality control is maintained and an appropriatelevel of diversification is achieved; and

• Tribeca’s quantitative screen (called the Portfolio CharacteristicsTest) examines how a selection of preferred stocks combine inthe portfolio and assesses what sectoral or thematic biases arepresent. Any bias deemed acceptable can be maintained - anyunintended or extreme bias will be mitigated by adjustments toholdings.

Asset allocationThe assets of the Fund will generally be invested in accordance withthe following guidelines:

• The Fund aims to invest in a portfolio of securities that are listed,or expected to be listed within 6 months, on the AustralianSecurities Exchange (“ASX”).

• Securities which are expected to be listed on the ASX should notexceed 10% the Fund’s Net Asset Value.

• Securities included in the S&P/ASX 100 Index are normallylimited to 20% of Net Asset Value.

• Securities added to the S&P/ASX 50 Index must be sold within 6months of inclusion.

• The Fund’s net exposure to securities will range between 90%and 100% of its Net Asset Value.

• The Fund aims to hold no more than 10% of its Net Asset Value incash.

• The Fund will normally invest in 40-60 securities.• The Fund will not borrow, except by using overdraft facilities as

and when required for the efficient settlement of transactions.• The Fund is permitted to use Derivatives for hedging purposes

rather than to leverage the Fund. All Derivatives used will becovered by cash, physical securities or a combination of both.

Futures may be used to maintain market exposure when cash is heldin the Fund.

Due to movements in the market or similar events, the guidelines setout above may not be adhered to from time to time. In thesecircumstances, the Investment Manager will seek to bring the Fund’sinvestments back within the guidelines within a reasonable period oftime.

Changing the investment strategyThe investment strategy and asset allocation parameters may bechanged. If a change is to be made, investors in the Fund will benotified in accordance with the Corporations Act.

Labour, environmental, social and ethicalconsiderationsEquity Trustees and Tribeca do not take into account labourstandards or environmental, social or ethical considerations for thepurpose of selecting, retaining or realising investments of the Fund.

Fund performanceUp to date information on the performance of the Fund is availablefrom www.gsfm.com.au.

6. Additional information on fees andcosts

DID YOU KNOW?Small differences in both investment performance and feesand costs can have a substantial impact on your long termreturns.

For example, total annual fees and costs of 2% of your accountbalance rather than 1% could reduce your final return by up to20% over a 30 year period (for example, reduce it from$100,000 to $80,000).

You should consider whether features such as superiorinvestment performance or the provision of better memberservices justify higher fees and costs.

You may be able to negotiate to pay lower contribution feesand management costs where applicable. Ask the fund or yourfinancial adviser.

TO FIND OUT MOREIf you would like to find out more, or see the impact of the feesbased on your own circumstances, the Australian Securities andInvestments Commission (ASIC) website(www.moneysmart.gov.au) has a managed funds fee calculatorto help you check out different fee options.

The information in the following template can be used to comparecosts between different simple managed investment schemes. Feesand costs can be paid directly from an investor’s account ordeducted from investment returns. For information on tax please seeSection 7 of this PDS.

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TYPE OF FEE ORCOST Amount

Fees when your money moves in or out of the Fund

Establishment fee Nil

Contribution fee Nil

Withdrawal fee Nil

Termination fee Nil

Management costs

The fees and costs formanaging yourinvestment1

Management fees: 0.92% p.a. of the NAV ofthe Fund2

Performance fees: 15.38% of the amount bywhich the Fund’s performance exceeds theFund’s benchmark. Any underperformancefrom a prior period must be recoupedbefore a fee can be taken (we call this thehigh-watermark)3

1 All fees quoted above are inclusive of Goods and Services Tax(GST) and net of any Reduced Input Tax Credits (RITC). See below formore details as to how management costs are calculated.2 Management fees can be negotiated. See “Differential fees”below.3 This represents the performance fees which are payable as anexpense of the Fund to the Investment Manager. See “Performancefees” below for more information.

Additional Explanation of fees and costsWhat do the management costs pay for?Management costs comprise the additional fees or costs that aninvestor incurs by investing in the Fund rather than by investingdirectly in the underlying assets of the Fund. Management costsinclude management fees and performance fees.

In addition, management costs do not include transactional andoperational costs (i.e. costs associated with investing the underlyingassets, some of which may be met by Buy/Sell Spreads).

Management feesThe management fees of 0.92% p.a. of the NAV of the Fund arepayable to the Responsible Entity of the Fund for managing theassets and overseeing the operations of the Fund. The managementfees are accrued daily and paid from the Fund monthly in arrears andreflected in the unit price. As at the date of this PDS, ordinaryexpenses such as investment management fees, custodian fees,administration and audit fees, and other ordinary expenses ofoperating the Fund are covered by the management fees at noadditional charge to you.

The management fees shown above do not include extraordinaryexpenses (if they are incurred in future), such as litigation costs andthe costs of convening investor meetings.

Performance feesPerformance fees are payable to the the Investment Manager wherethe investment performance of the Fund exceeds the performanceof the Fund’s benchmark (“Benchmark”). The performance fees are15.38% of this excess, calculated daily and paid six monthly in arrearsfrom the Fund and calculated based on the beginning NAV of theFund over the relevant period.

No performance fees are payable until any accruedunderperformance (in dollar terms) from prior periods has beenmade up (this feature is sometimes referred to as a high-watermark).

Based on the current calculation methodology for the performancefee, the Responsible Entity has estimated that the typical ongoingperformance fee payable per annum may be $0 assuming an averageaccount balance of $25,000 during the year.Prior periods have beentaken into account in calculating this estimate. However, this is not aforecast as the actual performance fee for the current and futurefinancial years may differ. The Responsible Entity cannot guaranteethat performance fees will remain at their previous level or that theperformance of the Fund will outperform the Benchmark.

It is not possible to estimate the actual performance fee payable inany given period, as we cannot forecast what the performance of theFund will be, but it will be reflected in the management costs for theFund for the relevant year. Information on current performance feeswill be updated from time to time and available atwww.eqt.com.au/insto.

Transactional and operational costsIn managing the assets of the Fund, the Fund may incur transactionaland operational costs such as brokerage, settlement costs, clearingcosts and applicable stamp duty when assets are bought and sold,and the costs of derivatives used for hedging purposes (ifapplicable). This generally happens when the assets of a fund arechanged in connection with day-to-day trading or when there areapplications or withdrawals which cause net cash flows into or out ofa fund.

The Buy/Sell Spread reflects the estimated transaction costs incurredin buying or selling assets of the Fund when investors invest in orwithdraw from the Fund. The Buy/Sell Spread is an additional cost tothe investor but is incorporated into the unit price and incurred whenan investor invests in or withdraws from the Fund and is notseparately charged to the investor. The Buy Spread is paid into theFund as part of an application and the Sell Spread is left in the Fundas part of a redemption and not paid to Equity Trustees or theInvestment Manager. The estimated Buy/Sell Spread is 0.30% uponentry and 0.30% upon exit. The dollar value of these costs based onan application or a withdrawal of $25,000 is $75 for each individualtransaction. The Buy/Sell Spread can be altered by the ResponsibleEntity at any time. The Responsible Entity may also waive theBuy/Sell Spread in part or in full at its discretion.

Transactional costs which are incurred other than in connection withapplications and withdrawals arise through the day-to-day trading ofthe Fund’s assets and are reflected in the Fund’s unit price. As thesecosts are factored into the NAV of the Fund and reflected in the unitprice, they are an additional implicit cost to the investor and are not afee paid to the Responsible Entity. These costs can arise as a result ofbid-offer spreads (the difference between an asset’s bid/buy priceand offer/ask price) being applied to securities traded by the Fund.Liquid securities generally have a lower bid-offer spread while lessliquid assets have a higher bid-offer spread reflecting thecompensation taken by market makers in providing liquidity for thatasset.

During the financial year ended 30 June 2018, the total transactioncosts for the Fund were estimated to be 2.28% of the NAV of theFund, of which 1.02% of these transaction costs were recouped viathe Buy/Sell Spread, resulting in a net transactional cost to the Fundof 2.26% p.a. However, such costs for future years may differ.

Can the fees change?Yes, all fees can change without investor consent, subject to themaximum fee amounts specified in the Constitution. Equity Trusteeshas the right to recover all reasonable expenses incurred in relationto the proper performance of its duties in managing the Fund and assuch these expenses may increase or decrease accordingly. We willgenerally provide investors with at least 30 days’ notice of anyproposed change to the management costs. In most circumstances,the Constitution defines the maximum level that can be charged forfees described in this PDS. Expense recoveries may change withoutnotice, for example, when it is necessary to protect the interests ofexisting members and if permitted by law.

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Payments to IDPS OperatorsSubject to the law, annual payments may be made to some IDPSOperators because they offer the Fund on their investment menus.Product access is paid by the Investment Manager out of itsinvestment management fee and is not an additional cost to theinvestor. If the payment of annual fees to IDPS Operators is limited orprohibited by the law, Equity Trustees will ensure the payment ofsuch fees is reduced or ceased.

Differential feesThe Responsible Entity or Investment Manager may from time totime negotiate a different fee arrangement (by way of a rebate orwaiver of fees) with certain investors who are Australian WholesaleClients or New Zealand Wholesale Investors.

Example of annual fees and costs for the FundThis table gives an example of how the fees and costs for thismanaged investment product can affect your investment over a 1year period. You should use this table to compare this product withother managed investment products.

EXAMPLE – Tribeca Australian Smaller Companies Fund Class A

BALANCE OF $50,000 WITH A CONTRIBUTION OF $5,000DURING THE YEAR

Contribution Fees Nil For every additional $5,000you put in, you will becharged $0

Plus

ManagementcostsComprising:

Management fees:

Performance fees:

0.92% p.a.

0.92% p.a.

0% p.a.

And, for every $50,000 youhave in the Fund you will becharged $460 each yearcomprising:

$460

$0

EqualsCost of Fund

If you had an investment of$50,000 at the beginning ofthe year and you put in anadditional $5,000 during thatyear, you would be chargedfees of:$460*What it costs you willdepend on the fees younegotiate.

This example assumes the $5,000 contribution occurs at the end ofthe first year, therefore management costs are calculated using the$50,000 balance only.

* Additional fees may apply. Please note that this example does notcapture all the fees and costs that may apply to you such as theBuy/Sell Spread.

The performance fees stated in this table shows the actualperformance fees for the financial year ended 30 June 2018 as apercentage of the Fund’s average NAV. The performance of theFund, and the performance fees, may be higher or lower or notpayable in the future. As a result, the management costs may differfrom the figure shown in the table. It is not a forecast of theperformance of the Fund or the amount of the performance fees inthe future. See also above (next to the heading “Performance fees”)our estimated typical ongoing performance fees fee payable perannum. The actual performance fees for the current financial yearand for future financial years may differ. For more information on theperformance history of the Fund, visit Equity Trustees’ website atwww.eqt.com.au/insto. Past performance is not a reliable indicator offuture performance.

Warning: If you have consulted a financial adviser, you may payadditional fees. You should refer to the Statement of Advice orFinancial Services Guide provided by your financial adviser in whichdetails of the fees are set out.

ASIC provides a fee calculator on www.moneysmart.gov.au, whichyou may use to calculate the effects of fees and costs on accountbalances.

Further reading�

You should read the important information in the ReferenceGuide about:

• Performance fee example

under the “Additional information on fees and costs” sectionbefore making a decision. Go to the Reference Guide which isavailable at www.eqt.com.au/insto. The material relating tothese matters may change between the time when you read thisPDS and the day when you acquire the product.

7. How managed investment schemesare taxed

Warning: Investing in a registered managed investmentscheme (such as the Fund) is likely to have tax consequences.You are strongly advised to seek your own professional taxadvice about the applicable Australian tax (including incometax, GST and duty) consequences and, if appropriate, foreigntax consequences which may apply to you based on yourparticular circumstances before investing in the Fund.

The Fund is an Australian resident for tax purposes and does notgenerally pay tax on behalf of its investors. Australian residentinvestors are assessed for tax on any income and capital gainsgenerated by the Fund to which they become presently entitled or,where the Fund has made a choice to be an Attribution ManagedInvestment Trust (“AMIT”) and the choice is effective for the incomeyear, are attributed to them.

Further readingYou should read the important information in the ReferenceGuide about Taxation under the “Other important information”section before making a decision. Go to the Reference Guidewhich is available at www.eqt.com.au/insto. The materialrelating to these matters may change between the time whenyou read this PDS and the day when you acquire the product.

8. How to applyTo invest please complete the Application Form accompanying thisPDS, send funds (see details in the Application Form) and yourcompleted Application Form to:

Tribeca Australian Smaller Companies Fundc/o Link Market ServicesPO Box 3721Rhodes NSW 2138

Please note that cash and cheques cannot be accepted and allapplications must be made in Australian dollars.

Who can invest?Eligible persons (as detailed in the ‘About this PDS’ section) caninvest, however individual investors must be 18 years of age or over.

Investors investing through an IDPS should use the application formprovided by their IDPS Operator.

Cooling off periodIf you are a Retail Client who has invested directly in the Fund, youmay have a right to a ‘cooling off’ period in relation to yourinvestment in the Fund for 14 days from the earlier of:

• confirmation of the investment being received; and• the end of the fifth business day after the units are issued.

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A Retail Client may exercise this right by notifying Equity Trustees inwriting. A Retail Client is entitled to a refund of their investmentadjusted for any increase or decrease in the relevant ApplicationPrice between the time we process your application and the time wereceive the notification from you, as well as any other tax and otherreasonable administrative expenses and transaction costs associatedwith the acquisition and termination of the investment.

The right of a Retail Client to cool off does not apply in certainlimited situations, such as if the issue is made under a distributionreinvestment plan, switching facility or represents additionalcontributions required under an existing agreement. Also, the rightto cool off does not apply to you if you choose to exercise your rightsor powers as a unit holder in the Fund during the 14 day period. Thiscould include selling part of your investment or switching it toanother product.

Indirect Investors should seek advice from their IDPS Operator as towhether cooling off rights apply to an investment in the Fund by theIDPS. The right to cool off in relation to the Fund is not directlyavailable to an Indirect Investor. This is because an Indirect Investordoes not acquire the rights of a unit holder in the Fund. Rather, anIndirect Investor directs the IDPS Operator to arrange for theirmonies to be invested in the Fund on their behalf. The terms andconditions of the IDPS Guide or similar type document will govern anIndirect Investor’s investment in relation to the Fund and any rightsan Indirect Investor may have in this regard.

Complaints resolutionEquity Trustees has an established complaints handling process andis committed to properly considering and resolving all complaints. Ifyou have a complaint about your investment, please contact us on:

Phone: 1300 133 472Post: Equity Trustees LimitedGPO Box 2307, Melbourne VIC 3001Email: [email protected]

We will acknowledge receipt of the complaint as soon as possibleand in any case within 3 days of receiving the complaint. We will seekto resolve your complaint as soon as practicable but not more than45 days after receiving the complaint.

If you are not satisfied with our response to your complaint, you maybe able to lodge a complaint with the Financial Ombudsman Service(“FOS”) or from 1 November 2018, direct the complaint to theAustralian Financial Complaints Authority (“AFCA”), which willreplace FOS.

Contact details are:Online: www.fos.org.au or www.afca.org.auPhone: FOS on 1800 367 287 or AFCA on 1800 931 678Email: [email protected] or [email protected]: GPO Box 3, Melbourne VIC 3001.

The external dispute resolution body is established to assist you inresolving your complaint where you have been unable to do so withus. However, it’s important that you contact us first.

9. Other informationConsentThe Investment Manager has given and, as at the date of this PDS,has not withdrawn:

• its written consent to be named in this PDS as the InvestmentManager of the Fund; and

• its written consent to the inclusion of the statements made aboutit which are specifically attributed to it, in the form and context inwhich they appear.

The Investment Manager has not otherwise been involved in thepreparation of this PDS or caused or otherwise authorised the issueof this PDS. None of the Investment Manager nor their employees orofficers accept any responsibility arising in any way for errors oromissions, other than those statements for which they have providedtheir written consent to Equity Trustees for inclusion in this PDS.

Further readingYou should read the important information in the ReferenceGuide about:

• Your privacy;

• The Constitution;

• Anti-Money Laundering and Counter Terrorism Financinglaws (“AML/CTF laws”);

• Indirect Investors;

• Information on underlying investments;

• Foreign Account Tax Compliance Act (“FATCA”); and

• Common Reporting Standard (“CRS”),

under the “Other important information” section before makinga decision. Go to the Reference Guide which is available atwww.eqt.com.au/insto. The material relating to these mattersmay change between the time when you read this PDS and theday when you acquire the product.

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