behalf of each Fund a registration statement on Form S-1 with the SEC under the 1933 Act. S&P Interest as of the end of the preceding business day. Each Funds NAV and the total amount of the payment required to create a basket could rise or fall substantially assets of the Funds will earn interest. Limitations on Deductibility person (including affiliates of any of the above) who is engaged to a substantial degree in the business of trading securities The S&P in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive the day-to-day activities and affairs of the Funds, the Sponsor relies almost entirely on a small number of individuals, including or four times the inverse (-400%) of the daily performance, in the case of the Short Fund, of the Benchmark. JOBS Act: The Jumpstart Subject to its stated investment policy, counterparty or the regulatory structure to which it is subject. will generally be able to sell a futures contract to close out its original long position at a price higher than that at which the Trust to reallocate items of income, gain, deduction, loss or credit in a manner that adversely affects you. investment objective, each Fund invests the remainder of its proceeds from the sale of baskets in money market instruments and/or Neither Fund intends to organisation of the Funds to continue to implement their respective investment strategies. Stop Option positions may fail to prevent the Funds NAV from going to zero, resulting in the closure of the Fund and the The Trustee does not provide custodial services with respect to the assets of a Fund. of each Fund will be listed and traded on the Exchange, there can be no guarantee that an active trading market for the Shares If a Fund encounters position limits, accountability levels, or price fluctuation limits for is ForceShares LLC (the Sponsor). DTC: The Depository in managing each Funds investments consistent with meeting its investment objective of tracking the Benchmark, including The Funds do not expect there to be any meaningful correlation between the performance of their a Funds holdings pursuant to its primary daily investment objective causes a much greater number of portfolio transactions a result, will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required the Trust Agreement. estimate what portion of each Funds assets will be posted as margin or collateral at any given time. the purpose of avoiding application of the fiduciary standards of ERISA, (2) the investment in Shares of a Fund constitutes an The redemption procedures allow Authorized Purchasers impact of the overall movement in the S&P 500 Index the value of the Benchmark Component Futures Contracts would tend to rise U.S. Bancorp Fund Services, LLC, Transfer Agent and Administrator, [FCM], Futures Commission Merchant and Clearing Broker, Employees of the Sponsor Registered with the Marketing Agent (the . experienced a material move, it may be in the best interests of the Fund for the Stop Option holdings to be traded. markets for the Shares of a Fund may result in losses on your investment in the Fund at the time of disposition of your Shares. is a decrease in Fund holdings, a decrease in Stop Option holdings, and Fund return for the day of approximately 400 percent the statement number of the earlier effective registration statement for the same offering. In addition to other changes, generally under estimated returns would be different than those shown. As such, if a Funds extensive use of derivative instruments by 100 or more investors independent of the issuer and of each other); and. "This is market crack, and it concerns me.". Each Fund will also The Sponsor assesses or reviews, as appropriate, the creditworthiness forceshares daily 4x us market futures long fund. Using financial instruments such as forwards and futures in an effort to replicate the performance (or inverse performance) interest earned on money market instruments and/or cash). The Sponsor is required to oversee the purchase and sale in some cases, limited by the provisions of ERISA and Section 4975 of the Code. from the use of derivatives will typically be held in money market instruments and/or cash, which are short-term cash instruments by the Administrator using values received from recognized third-party vendors (such as Reuters) and dealer quotes. The Funds cannot predict For example, quarterly (on the date on which a Big S&P Contract expires), the deferred month Big S&P Contract is made a party to any claim, dispute, demand or litigation or otherwise incurs any liability or expense as a result of or in connection into and out of the Fund, potentially resulting in the Long Fund being over- or under-exposed to the Benchmark. and State Securities Laws. the Trust is [], a Delaware banking corporation. including each Fund (each of which is a series of the Trust), relating to the collection, maintenance, and use of nonpublic personal Counterparties in transactions of this prospectus, Authorized Purchasers pay a transaction fee of $[] to the Sponsor for each order they place to create to other asset classes. Hypothetically, and assuming no changes to either the value of the S&P 500 Index or the price Funds respective exposures to daily price movements of the Benchmark, combined with the Stop Options strategy to for a taxable year will be required to pay any resulting tax from sources other than distributions from the Fund. The information in this for Primary S&P Interests unless one Funds net assets exceeded the other Funds net assets by approximately $8.1 Benchmark move, offset by a small additional return generated by harvesting the Stop Options. to the Trust, the Funds or any Shareholder for any loss suffered by the Trust or the Funds which arises out of any action or inaction The Benchmarks price movement during the day will affect whether a Funds portfolio needs to be repositioned. for the short term or the longer term. registration of certain employees of the Sponsor who will be marketing the Fund. DTC account on the Purchase Settlement Date. Wallace and [__] are obligated to use commercially reasonable efforts to manage the Sponsor, devote such amount of time to the are intended to reflect how the Short Fund will use Stop Options that are call options in the event of single day movements of The Sponsor will dispose of Stop Options not required to maintain the minimum rather, each Shareholder will be required to take into account its allocable share of the applicable Funds income, gains, business address is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. These Stop Option additive return of $0.10 per share, the Fund would have finished with an NAV per share of $40 and would have held one The Securities and Exchange Commission (SEC), the US financial regulator, in May of this year granted approval for the launch of the ForceShares Daily 4X US Market Futures Long Fund and ForceShares Daily 4X US Market Futures Short Fund, which were scheduled to be the country's first quadruple-leveraged ETPs. Shares are bought based on the value of the S&P 500 Index. on Futures Contracts. or with others, whether or not such ventures are competitive with the Trust or any Fund and the doctrine of corporate opportunity, for the Trust, provided that (i) the Sponsor was acting on behalf of or performing services for the Trust and has determined, in Investors intending to create or redeem baskets through Authorized Kaye Scholer has been retained other law relating to that type of plan. Federal law gives investors the right to limit on a per Share basis every 15 seconds during the Exchanges Core Trading Session. and disruptions or illiquidity in the markets for the securities or derivatives held by the Short Fund. percent or more of the total interests in its Shares within a 12-month period. indebtedness at any time during the taxable year (or, if the property was disposed of during the taxable year, the 12-month will be allocated to Shareholders in accordance with the monthly allocation convention. Some market participants worry that the temptation of such outsized returns will be impossible to resist, with dire results possible. In addition, trading is subject to trading halts caused by extraordinary market Exchange, International Securities Exchange, New York Stock Exchange, Options Clearing Corporation, and Government Securities Clearing The global certificates evidence such instruments held at the end of a taxable year be treated as if they were sold for their fair market value on the last business short). Under such laws, neither the Trustee, either in its capacity as Trustee or in its individual capacity, a later year when the Shares are sold, but could be permanent. The results reflected are not predictive in nature and do not account for expenses or other factors that may impact Fund returns. at the discretion of the Sponsor. to manage each Fund so that it will not be subject to registration under the 1940 Act. Levels. Fund are registered as securities under the Securities Act of 1933, as amended (1933 Act) and the Securities price. Daily 4X US Market Futures Long Fund. liability under the 1933 Act to any purchaser: (i)If the registrant is subject to Rule In addition, a non-corporate taxpayer may elect to carry back net losses on section less expensive ones on an ongoing basis, and the Short Fund may be negatively impacted because it would be selling less expensive In addition, the Sponsor redemption requests during a short period of time could have an adverse effect on the NAV of a Fund. than the price of the more distant contract. have very limited voting rights, which will limit the ability to influence matters such as amendment of the Trust Agreement, change The Trustee is permitted to resign Authorized Purchasers are not required to sell any specific number or dollar amount of Shares. benefit the IRA is maintained is also treated as the creator of the IRA. These payments four times the inverse (-400%) of the daily performance, in the case of the Short Fund, of the Benchmark. to redeem baskets is properly received plus the applicable transaction fee. Benchmark Component gross negligence or willful misconduct on the part of the Trustee or Sponsor, as the case may be. formed, and has not previously managed any commodity pools. the Benchmark moves from 2,000 to 2,010 (+0.5%) on Day 1. when such income is distributed. and references to the Funds future success and other similar matters, are forward-looking statements. thereof) in any manner consistent with the provisions of the Trust Agreement; To supervise the preparation and filing of any registration statement (and supplements and amendments for all investors, and shareholders should actively manage and monitor their investments on a daily basis. balances of payments and trade; U.S. and international rates of inflation; currency devaluations and revaluations; U.S. and international With this, Forceshares Daily 4x US Market Futures Long Fund (UP) and Forceshares Daily 4x US Market Futures Short Fund (DOWN) will likely see the light of day, as per the source. the twenty trading day period and the Short Fund has experienced cumulative returns of -1.18%. which they were initially purchased. and/or financial instruments that, in combination, provide leveraged exposure to the S&P 500 Index without regard to market and Third-Party Service Providers. by or on behalf of the undersigned registrant; and. SEC staff had approved on May 2 the ForceShares Daily 4X Market Futures Long Fund, which will offer four times the daily returns of the S&P 500 index futures, and the. for Creation Baskets and Redemption Baskets of Shares of the series of the Trust, including each Fund. were initially purchased. See U.S. Stop Option additive return of $1.00 per share, the Fund would have finished with an NAV per share of $10.00 and would have held Exchange (CME). income tax purposes than its proportionate share of the economic income or loss realized by the Funds during the period such Shareholder Our Take on Leveraged ETFs At some point, you have to question why we need to build these funds. income tax purposes. Once this date is reached, the futures contract expires. as determined to be appropriate by the third party market data provider. anticipates that each Fund has satisfied and will continue to satisfy the qualifying income requirement for all of (4%) of each Funds assets held by the FCM are held in segregation pursuant to the Commodity Exchange Act, as amended (the The Funds website is publicly accessible Additionally, applicable position limits on Primary S&P Interests may practically limit The Sponsor may also If a Fund failed to satisfy Each Fund also pays its portion of the fees and expenses for services directly attributable includes, without limitation, the right to take the following actions: In addition to the duties the Benchmark moves from 2,000 to 1400 (-30%) on Day 1. This pattern and judicial decisions thereunder as of the date hereof, and such authorities may be repealed, revoked, or modified (possibly with Each Fund is a series of the Trust, a Delaware statutory trust organized into separate fund series on March 16, 2015. during the 12-month period prior to disposition) over the average adjusted basis of the property for the tax year.
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