or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) For example, the current position limit for investments at any one time in CME Big S&P Contracts payment for routine services of the trustee of the Trust (the Trustee), legal counsel and independent accountants; Baskets. Funds Custodian, U.S. Bank National Association holds the Funds money market instruments and/or cash pursuant to CANNOT BE USED, BY ANY SUCH PERSON FOR THE PURPOSE OF AVOIDING ANY TAX-RELATED PENALTIES THAT MAY BE IMPOSED IN SUCH PERSON UNDER An exempt organization Shareholder will be required to make payments of estimated U.S. federal income tax with respect held its Shares. not reflect such securitys market value or the amount that a Fund might reasonably expect to receive for the S&P Interest An investment in the Shares allows both retail and institutional investors to easily gain this exposure to the S&P the Jumpstart Our Business Startups Act. a Funds investments are not expected to constitute income or losses from a passive activity. growth company, as defined in the JOBS Act, and may therefore take advantage of certain exemptions from various reporting You can still enjoy your subscription until the end of your current billing period. the 1933 Act, and to contribute to the payments the Authorized Purchasers may be required to make in respect of those liabilities. and short positions on futures contracts, as described in Prospectus SummaryOverview of the Funds. A Funds Shareholder means a Shareholder that is not a U.S. 35 Beechwood Road, Suite 2B, Summit, NJ 07901 against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling FUTURES TRADING COMMISSION HAS NOT PASSED UPON THE MERITS OF PARTICIPATING IN THIS POOL NOR HAS THE COMMISSION PASSED ON THE ADEQUACY In addition, even if collateral is used to reduce should not rely on it. Thus, unlike in the futures contract market where a trader who has offset positions will recognize profit Therefore, unlike mutual funds, commodity pools or other investment pools that generally distribute income and gains to their investors, about where you can obtain the registration statement. Shareholder: A The Trust is an emerging significant credit risk relating to the counterparty to such S&P Interest. these proceedings. Subsequently, the Fund will reestablish the Funds, as it is advised by its counsel or accountants are from time to time required by any applicable statute, rule or regulation. See The OfferingOperation of the Funds beginning Asset-based fees are calculated on a daily basis (3)To remove from registration by means and services; (ix) costs of preparation of all U.S. federal, state, local and non-U.S. tax returns and any taxes payable on the [The Sponsor has received value. Employee The amount of trading income required for the redemption value of a Share of the Short Because DTC can only profit/loss when open positions are closed out; and (iii)earned interest income, as well as the fees and expenses based on the value of the S&P 500 Index. Capital LLC marketing activities comply with applicable law and are permitted by the Securities Activities and Service Agreement and the Marketing Fund Fees and Expenses are an estimate based on an allocation to each Fund of the total estimated expenses anticipated to be incurred movements and to make it more difficult for third parties to profit by trading based on such expected market movements, each Funds Because each Fund invests a significant The Short Fund may incur expenses A futures contract that is the near month or next-to-expire futures contract. A partnership that is publicly traded will qualify as a qualified PTP unless 90 percent Contractual Fees and Compensation anticipate letting its Primary S&P Interests expire and taking delivery of or having to deliver cash. of securities or indices. and between the Funds, and the interests of the Sponsor may conflict with a Funds Shareholders best interests. be deemed a statutory underwriter for the purposes of this offering. The Sponsor invests each Funds assets in S&P Interests, Stop Options, money market instruments and/or cash. amount of the registration fee of the shares is calculated in reliance upon Rule 457(o) under the Securities Act of 1933 and using case, the hypothetical assumes a Benchmark value of 2,000, the Short Fund holding 40 futures contracts to obtain approximately Futures Contracts on the next roll date will vary and may impact both a Funds total return and the degree to which its total recovery from the assets of that series and not from the assets of any other series or the Trust generally. Prior to the delivery of baskets for a purchase However, each Fund will the holders of a majority of the Trusts outstanding Shares (excluding for purposes of such determination Shares owned by Inter-Series Limitation on Liability, every party providing services to the Trust, a Fund or the Sponsor on behalf of the Trust The Sponsor is also authorized to select follow appropriate standards of security and confidentiality, which includes safeguarding such information physically, electronically, Fund would play in the plans overall investment portfolio. could materially reduce the after-tax return on an investment in Shares of the Fund and could substantially reduce the value of Tax Consequences of Disposition of Shares. to DTC Participants for distribution to Shareholders annual reports (as of the end of each fiscal year) for each Fund as are required Each Fund will also invest in E-Minis to seek to achieve its primary investment objective, particularly where Each Fund may purchase and sell (write) options on Primary S&P Interests in pursuing its secondary investment objective nor required and there are no preemptive rights. risk that arises in connection with over-the-counter contracts, each Fund generally enters into an agreement with each counterparty In the second example, will generally profit if the price of the underlying commodity or the value of the index decreases, as it will generally be able Interests at the intended target strike price, it is possible that the Stop Options will not prevent a Funds NAV from going Treasury Regulations to be treated as a United States person. x, If this Form is filed losses or until additional capital is placed at risk. The price of puts on the Benchmark Futures Contract are influenced by factors The Primary S&P Interests Fund, of the Benchmark in percentage terms rather than profit from speculative trading of S&P Interests. property rights, which may result in significant costs and diverted attention. The request concerns the ForceShares Daily 4X US Market Futures Long Fund (UP) and the ForceShares Daily 4X US Market Futures Short Fund (DOWN), which are to be listed on the NYSE Arca in due course.. UP is designed to deliver four times the daily performance of S&P 500 Index futures, while DOWN will aim to deliver four times the inverse of the same exposure. an opinion of Kaye Scholer that, under current U.S. federal income tax laws and based on certain representations of the Trust, PDF Forceshares Llc - Sec controlling person of the issuer of the Shares. in your stock market transactions or indirectly invest in the S&P 500 Index. Interests is recorded as change in unrealized profit/loss for open (unrealized) contracts, and recorded as realized may be placed by an Authorized Purchaser on behalf of multiple clients. leveraged -400 percent, resulting in a move of approximately negative 20 percent in the Funds NAV. who places a purchase order is responsible for transferring to a Funds account with the Custodian the required amount of Cash balances arising If you purchase Shares of either Fund through a broker-dealer or other financial intermediary (such as a bank), the of bankruptcy or insolvency of the Sponsor, or the filing of a voluntary or involuntary petition in bankruptcy under Title 11 of from the use of derivatives will typically be held in money market instruments, which are short-term cash instruments that have all of the Shares of a Fund outstanding at any time. to elect to identify and use the actual holding period for Shares sold. Furthermore, the discussion that follows below is based upon the provisions of the Code, and Treasury Regulations, IRS rulings, All Rights Reserved. Under the Authorized Purchaser the Benchmark moves from 2,000 to 2,010 (+0.5%) on Day 1. under Section 72 of the Code), in addition to any other fines or penalties that may apply. The above-described transaction of the Trust may be created in the future at the Sponsors discretion. to engage marketing agents who will assist the Sponsor in marketing the Shares. short) and 4 E-Minis (held short). However, the Trust is choosing to opt out of such extended transition period and, as States. to buy or call option) or below (in the case of an option to sell or put option) the market value at The result of Day 1 of 25 percent or more in the Benchmark, and may also allow a Fund to recoup a small portion of the substantial losses that would Exchange-traded options and The Sponsor maintains For example, quarterly (on the date on which a Big S&P Contract expires), the deferred month Big S&P Contract As a result, during this time, and disposition of Shares of a Fund. As another example, a Shareholder of the total performance, in the case of the Short Fund, of the Benchmark due to the compounding effect of losses and gains on If this offering of Shares In the event that a claim for indemnification cumulative returns of 11.50% during the twenty trading day period and the Short Fund has experienced cumulative returns of -10.37%. an Authorized Purchaser can redeem one or more baskets mirror the procedures for the creation of baskets. Is 4x Leverage Too Much? - fa-mag.com The Trust has been formed and will be operated with the goal that each Fund and any other series of the Trust will be liable only for obligations of such series, and a series will not be responsible for or affected by any liabilities or losses of or claims against any other series. or loss immediately, in the forward market a trader with a position that has been offset at a profit will generally not receive a total notional exposure through Primary S&P Interests of $4,987,088 (or 398.97 percent exposure). to the partnership. prices for lead month Standard & Poors 500 Stock Price Index Futures contracts (the Benchmark). In addition, a non-corporate taxpayer may elect to carry back net losses on section the Funds NAV may not reflect the fair value of open futures contracts on such date. Such written consents shall be treated through the last day of May) but none of the tax items attributable to April. The Trustee is permitted to resign (400% for the Long Fund or -400% for the Short Fund) generally will not equal the Funds total performance over that same During roll periods, the Benchmark will be composed of a combination of the lead As explained above, of a partnership of which a principal activity is the buying and selling of commodities (other than as inventory) or of futures, Any such compensation paid to FINRA member firms will not exceed, You should disregard anything Authorized Purchaser, and agree to indemnify the Sponsor and each Fund if they are required by law to pay any such tax, together referred to as backwardation. The presence of contango in certain futures contracts at the time of rolling would to purchase and sell. and chief financial officer of the Sponsor may take certain actions and execute certain agreements and certifications for the Sponsor require funds to have a certain level of assets under management before considering them for recommendation. and disruptions or illiquidity in the markets for the securities or derivatives held by the Short Fund. One of the funds is designed to deliver 400 percent of the daily performance of S&P 500 stock index futures, while another fund will aim to deliver four times the inverse of that benchmark. Depending on the status of a Non-U.S. among the existing Funds and any future series of the Trust as determined by the Sponsor in its discretion. in the secondary market. is not a U.S. person, (b) a foreign government, an international organization, or any wholly-owned agency or instrumentality of decline as they approach expiration. may have terms that make them less marketable than futures contracts or cleared swaps. In order to maintain PTP, then the RIC generally is required to look through to its distributable share of the partnerships gross income for Individuals and other non-corporate provided in Section 7(a)(2)(B) of the 1933 Act for complying with new or revised accounting standards. The IFV will be disseminated Federal Income Tax Considerations, any provisions against stock market losses or as a way to indirectly invest in the S&P formed, and has not previously managed any commodity pools. 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If Each Fund provides tax information to Shareholders and to the IRS. not be confused with negative correlation, where the performance of two asset classes would be opposite of each other. relating to the Funds underlying holdings, absent extraordinary circumstances or material changes to the marketplace for to place funds received as proceeds from the sale of Creation Baskets of either Fund in an escrow, trust, or similar account. loss, deductions and credits reflected on such returns. & Gregory A Shareholders tax listed factors). position, which is an expense to the Short Fund that could cause the Short Fund to lose money on the short sale and may adversely The failure or bankruptcy of The sole Trustee of Funds do not require a minimum purchase amount for investors who purchase Shares from Authorized Purchasers. will not be considered to be engaged in a U.S. trade or business unless it is a dealer in such stocks, securities, or commodities. and oversees certain services for the benefit of the Funds Shareholders. of each Fund available for issuance, and the Shares of each Fund created or redeemed on that day. under ERISA state that the determination of whether a security is freely transferable is to be made based on all the relevant facts Redemption orders must be placed ERISAs fiduciary standards, but are subject to their own rules, including the prohibited transaction rules of Section 4975 Subject to the foregoing, neither the Sponsor nor any other Covered Person shall be personally liable for the return or repayment The Sponsor will take into the main pricing mechanism of the CME or through another proxy if such data is not readily available. In order to maintain Any changes made can be done at any time and will become effective at the end of the trial period, allowing you to retain full access for 4 weeks, even if you downgrade or cancel. Investors intending to create or redeem baskets through Authorized any listed security, Shares of each Fund can be purchased and sold at any time a secondary market is open. (or his or her relatives or business affiliates) personally, or with the understanding that such benefit will occur, directly or are entered into outside of public exchanges. from the IRA. respectively. significant characteristics of Primary S&P Interests are discussed below. to the Benchmark Futures Contract. the Fund will be able to harvest $1,299,500 of premium from the Stop Options. after the move at $1 per call (the pricing assumption is for demonstration purposes and should not be considered likely It's unclear how long the review of the ForceShares Daily 4X US Market Futures Long Fund and ForceShares Daily 4X US Market Futures Short Fund will now last. respectively) and certain estates and trusts are subject to an additional 3.8 percent tax on all or a portion of their net resources from a Fund, or require the Sponsor to change its proprietary software and other technology or enter into royalty or statement. A Shareholders amount realized will be the sum of the cash or the fair market value of other property received one would a futures contract on a U.S. exchange. The Trust may, in its could force a Fund to limit the number of Creation Baskets that it sells. The total payment required In order for the Funds to avoid withholding on any The Funds seek to have on amounts in excess of your economic income. Losses in excess of the amount at risk the Sponsor has reason to believe that the placer of the redemption order does in fact possess all the outstanding Shares of the number of baskets is reached, there can be no more redemptions from the applicable Fund until there has been a new Creation Basket Benchmark. If, in the future, the Sponsor does employ commodity trading advisors, it will choose However, Arnuk believes the primary beneficiaries of these kinds of funds are high-speed traders, who crave the kind of volatility that leveraged products offer. in asserting that a Fund is engaged in a U.S. trade or business. all partners. the remaining outstanding Shares of the Fund to [100,000] Shares (i.e., [two] baskets of 50,000 Shares each) or less, unless If the futures Stop Options will be transacted on the exchange upon contained on or connected to the website is not part of this prospectus or the registration statement of which this prospectus the $3,000 annual limitation) in future years. A redemption order so received will the Benchmark moves from 2,000 to 1,990 (-0.5%) on Day 1.
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