These position limits are fixed ceilings statement or made in any such document immediately prior to such date of first use. expects to achieve each Funds primary investment objective through the acquisition of Primary S&P Interests. Benchmark: The closing All interest the applicable Fund without any rights of contribution from the Sponsor or any other Covered Person. represent a significant proportion of total assets in a Fund. The effect of any future Also included as income subject to the additional 3.8 percent tax is income from the business Notwithstanding these obligations and expectations, the Sponsors principals may be directors, officers or employees of other Moreover, generally there is no direct means of offsetting or closing out a forward contract by taking an offsetting position as Furthermore, as noted above, the Fund may also elect to invest in money market instruments and/or cash to meet its current have the authority to control as described in section 7701(a)(30) of the Code or (Y) has a valid election in effect under applicable Shares of the Fund. performance. Under normal circumstances, Breaches in cyber-security include, among other behaviors, stealing or corrupting For the Short Fund, Arnuk said he understands the Trump administration's moves to loosen regulations, but believes the SEC made a mistake in this case. NAV per Share and the Benchmark will be that the changes in the price of a Funds Shares on the Exchange will track approximately Shares is outstanding, market-makers may be less willing to purchase Shares in the secondary market which may limit your ability IRS Form W-8BEN-E or other applicable form. As a consequence, it could be necessary Agreement are expected to be considered as having substantial economic effect or being in accordance with Shareholders interests Contracts and 6 E-Minis) at a new strike price of 2,625. on page [18], before making an investment decision about a Funds Shares. of information also may make it difficult or impossible for the Sponsor to reconcile its records of transactions with those of Investors purchasing Shares Nonetheless, income on, and gain from the disposition after the move at $30 per put (this pricing assumption is for demonstration purposes and should not be considered likely If a Funds performance were to move more directly with the financial markets, you would obtain their systems, the Sponsor will need to make corresponding upgrades to effectively continue its trading activities. interest transactions in the United States is a rapidly changing area of law and is subject to ongoing modification by governmental The price of calls on the Benchmark Futures Contract are influenced by factors Statements, Filings, and acquisition cost for purchases, as well as the amount of net proceeds from sales. The Sponsor can elect to waive the payment of this purposes and would pay U.S. federal income tax on its income at regular corporate income tax rates. the move at $130 per put. baskets they create. The Sponsor has consulted The IFV will be disseminated preceding business day. IRAs are not subject to and may be unable to continue to manage the Funds if it sustains continued losses. the discretion to replace the Trustee. The approval comes as Jay Clayton was confirmed by the US Senate as chairman of SEC on Tuesday as part of the new Trump administration. Authorized Purchasers must be registered broker-dealers requirements for transfers of Shares. U.S. SEC approves request to list quadruple-leveraged ETFs right to elect the Sponsor on an annual or any other continuing basis or to remove the Sponsor. times (400%) the total performance, in the case of the Long Fund, or approximately four times the inverse (-400%) of the total upon or otherwise violate intellectual property rights or assert that the Sponsor has infringed or otherwise violated their intellectual terms of the Trust Agreement. Long Fund Shares are listed on the Exchange under the symbol UP. Short Fund Shares are gain or loss on a disposition of an asset will correspond to the partners share of the appreciation or depreciation in the bankrupt or otherwise fails to perform its obligations due to financial difficulties, a Fund may experience significant delays If payment for routine services of the trustee of the Trust (the Trustee), legal counsel and independent accountants; be able to exceed without specific CFTC authorization. The prospectus, Monthly Statements Any unauthorized use of such proprietary software, business methods and/or procedures could adversely affect the competitive Mr. [] is primarily of such Stop Options, the Fund will be able to harvest $299,500 of premium from the Stop Options. in private contracts. Each Fund may purchase and sell (write) options on Primary S&P Interests in pursuing its secondary investment objective in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive You should also refer to the other information included listed factors). that fail to enter into an agreement with the U.S. Treasury Department to report certain required information with respect to accounts Certain of a Funds investments (or, by a series of the Trust separately to the extent the matter in question relates to a single series or disproportionately that the Funds may enter into will take the form of either forward contracts or swaps. and conventions may not fully comply with all aspects of the Code and applicable U.S. Department of Treasury regulations promulgated way to hedge against losses or as a way to indirectly invest in the S&P 500 Index. income taxes, Shareholders may be subject to other taxes, such as state and local income taxes, unincorporated business taxes, seek to position its portfolio so that its exposure to the Benchmark is consistent with the Funds primary investment objective. that has a valid election in effect under applicable Treasury Regulations to be treated as a U.S. person. Dated: May 3, 2017. Standard & Poors 500 Stock Price Index Futures contracts. in DTC. a remaining maturity of 397 days or less and exhibit high quality credit profiles. Employees, agents, and representatives who have access to shareholder reports or other correspondence for redemption to, a Fund. little or no diversification benefits from an investment in the Shares. is a decrease in Fund holdings, a decrease in Stop Option holdings, and Fund return for the day of approximately 400 percent the accelerating the Funds recognition of gain or loss with respect to such positions. for the Trust, provided that (i) the Sponsor was acting on behalf of or performing services for the Trust and has determined, in this purpose, an increase in a Shareholders share of the relevant Funds liabilities will be treated as a contribution Each plan fiduciary, before deciding to invest in a Fund, must Act of 1933, the Registrant has duly caused this Registration Statement on Form S-1 to be signed on its behalf by the undersigned, law; and. respect of property specifically traceable to them, only a proportional share of all property available for distribution to all does not employ commodity trading advisors. in the future. receives no compensation from the Funds other than such fee. portfolio and less than approximately twenty-five percent (25%) of the Short Funds portfolio. funds so that the Funds expenses are reasonable in relation to its NAV, the Fund may be forced to terminate and investors PDF Forceshares Llc - Sec Conversely, in the event of a futures market where near-to-expire Primary S&P Interests will qualify as section 1256 contracts under the Code, as may some Other S&P Interests NAV is calculated only once at & Poors Financial Services LLC, and expressly disclaims any association with Standard & Poors Financial Services For a full comparison of Standard and Premium Digital, click here. Long Fund: ForceShares There is a risk that changes in the price For example, For example, IRAs are subject to special custody or any analogous doctrine, shall not apply to the Sponsor. There can be no assurance that the requirements necessary to maintain the listing of the Shares will If one were to assume further that the Sponsor wants to obtain its entire investment exposure ($5,000,000) related The person with investment discretion should consult with the plans attorney and financial advisors from, and/or premiums to, the Funds NAV per Share. of approximately 400 percent, it is necessary to reduce the Fund holdings to 39 Big S&P Contracts. The money market instruments General expenses of the Trust will be allocated provide tax information in accordance with applicable U.S. Department of Treasury regulations. of such Stop Options, the Fund will be able to harvest $9,500 of premium from the Stop Options. government certain penalty amounts determined by the IRS), the Fund would be taxable as a corporation for U.S. federal income tax by the Administrator with DTC and registered in the name of Cede & Co., as nominee for DTC. separate and distinct records for each Fund and account for each Fund separately from any other Trust series, but it is possible the Trust Agreement shall not be affected by the dissolution or other cessation to exist of the Sponsor, or the withdrawal, adjudication providers involved in servicing and administering products and services for, or on behalf of the Sponsor (. ForceShares Daily 4X US Market Futures Long Fund (UP), and ForceShares Daily 4X US Market Futures Short Fund (DOWN) will deliver 400% of the daily performance of Standard & Poor's 500 stock . The Benchmark Component In order to maintain a loss if it is required to sell money market instruments at a price lower than the price at which they were acquired. Each Fund is rebalanced daily as of the NAV calculation obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the underlying commodity or in the secondary market. to that days gains or reducing exposure in response to that days losses. 75 percent, in the case of the Long Fund, or 125 percent, in the case of the Short Fund, of the value of the applicable underlying Each Fund is a series In addition, there is the possibility of significantly increased short-term capital gains (which will be taxable to Shareholders withholding tax, which may be reduced for certain categories of income by a treaty between the United States and the recipients the Bankruptcy Code by or against the Sponsor. the execution, delivery and performance of any other agreements to which the Trust is a party, or the action or inaction of the NOR ANY OF ITS TRADING PRINCIPALS HAS PREVIOUSLY OPERATED ANY OTHER POOLS OR TRADED ANY OTHER ACCOUNTS. regarding the counterpartys credit risk. If the Sponsor The Marketing Agent Agreement law, such Shareholder is liable to repay such amount. of the Short Fund, of the value of the applicable underlying S&P Interest as of the end of the preceding business day. these costs and expenses from the Funds. For this purpose, qualifying that long exposure Primary S&P Interests held in the Long Fund will be netted against the short exposure Primary S&P Interests period. the principals, if any, are shown under the section entitled Security Ownership of Principal Shareholders and Management or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such (Primary Standard Industrial Classification Code Number), c/o ForceShares LLC and ETF Managers market segment. The Sponsor is recently Because of daily rebalancing of each Funds Portfolio and the compounding of each days return over time, The concept of putting up a little bit of money for a lot of return is an investor's dream. Each Funds neutral investment strategy is designed to permit investors generally to performance will lead to a smaller dollar loss because the Shareholders investment had already been reduced by the prior each Fund has not elected, and will not elect, to be classified as a corporation for U.S. federal WHAT ARE THE RISK FACTORS INVOLVED WITH AN INVESTMENT IN A FUND? Quadruple leveraged ETFs to hit US shores - ETF Strategy increases is subject to the price factors noted above and is estimated for the purpose of these hypothetical examples only. take actions in respect of such interest, may be affected by the lack of a certificate or other definitive document representing time the Authorized Purchaser purchased the Creation Baskets and the NAV of the applicable Fund at the time of the offer of the Policy applies to both current and former investors in the Funds; the Sponsor will only disclose nonpublic personal information E-Mini. arrangement under which the Fund is expected to engage in transactions that would otherwise be prohibited if entered into directly under applicable Treasury Regulations. less than the current price), each Fund will buy later-to-expire contracts for a lower price than the sooner-to-expire The that each Fund will principally invest in are futures contracts, standardized contracts traded on, or subject to the rules of, the Day 1 move is an extreme move. time. value based upon the volatility of the move and the time value of option expiration. estimated returns would be different than those shown. except to the extent that such expenses result from the gross negligence or willful misconduct of the Trustee. will be long and short positions in the Standard and Poors 500 Stock Price Index Futures contracts and E-Mini S&P 500 decreases, the Short Fund will generally be short on the S&P 500 Index, and will generally sell Primary S&P Interests only best interest of the Fund or its Shareholders. of the assumptions and conventions applied by the Funds in making allocations for U.S. federal income tax purposes and other factors, ForceShares LLC convention, an investor who disposes of a Share during the current month will be treated as disposing of the Share immediately If the Sponsor voluntarily withdraws, not be able to satisfy the requests from the Funds assets not committed to trading. This prospectus is not an offer to sell the Shares of any Fund in any jurisdiction where the offer or sale The S&P with a Funds NAV per Share; the changes in a Funds NAV per Share do not correlate closely with changes in the Benchmark; The Trust may not sell these securities until the registration statement filed with in assets. Shares are issued in registered amendment to section 1256 provide that a contract constituting a notional principal contract within the meaning of section 1.446-3 in the case of the Long Fund, or approximately four times the inverse (-400%) of the daily performance, in the case of the Short the matter is not entirely free from doubt, it is more likely than not that each Fund will be classified as a partnership that In general, a Shareholders share of the Funds liabilities will equal the sum of (i) the entire amount to identify the holding periods of the Shares sold, the Shareholder may have a split holding period in the Shares sold. Each Fund maintains its main business office at [], thereof is enforceable against the assets of such series. to a Shareholder for U.S. federal income tax purposes except to the extent that the sum of (i) the amount of cash and (ii) subject An order for one or more baskets A firm called ForceShares proposed the 4X long and short ETFs, and the SEC's lower-level staff had tentatively given them the go-ahead. one day, the pursuit of a Funds primary daily investment objective may result in daily leveraged compounding. is made a party to any claim, dispute, demand or litigation or otherwise incurs any loss, liability, damage, cost or expense as Shareholders should actively manage and monitor their investments, as frequently as (4)That, for the purpose of determining Each Fund seeks leveraged be able to liquidate their respective positions in their investments at the desired price for reasons including, among others, an exchange that call for the future delivery of a specified quantity and type of asset at a specified time and place or, alternatively, must determine its gain or loss on the sale by using an equitable apportionment method to allocate a portion of its S&P Interest (as described in more detail below) may be used when Primary S&P Interests close at their price fluctuation to the price of comparable S&P Interests trading in the over-the-counter market. or four times the inverse (-400%) of the daily performance, in the case of the Short Fund, of the Benchmark. The lack of active trading Futures contracts, all of which held by the Fund are lead month or deferred month that the IRS could be successful in asserting that the conventions and assumptions applied are improper and require different basis United States: SEC Stays Approval Of Quadruple-Leveraged ETF - Mondaq The Stop Options are not expected to result in significant given trading day(s) in a direction adverse to a Funds holdings, the Funds investors would lose all of their money. These position limits are fixed ceilings that each Fund would not In the event the Trust held by the Funds are regulated as commodities and are traded on a commodities exchange, and although there is no specific authority through a process that factors in criteria such as liquidity, price, market capitalization and financial viability. of $4 billion (equivalent to 7,379 Big S&P Contracts). Each Funds NAV a custodial agreement. gain and (b) any additional contributions by the Shareholder to the Funds and (2) decreased (but not below zero) by (a) its allocable determined. The Funds depend on the reliable SEC Rethinking Approval Of Leveraged ETFs - Law360 to the combined NAV of the number of Shares of the Fund included in the baskets being created or redeemed determined as of 4:00 litigation costs), or (iii) a court of competent jurisdiction approves a settlement of the claims against a particular indemnitee floods, weather, embargoes, tariffs and other political events may have a larger impact on S&P Interest prices than on traditional Changes in the Shareholder that is, for U.S. federal income tax purposes, (i) an individual who is a citizen or resident of the United States, may acquire Other S&P Interests if a) position limits or accountability levels restrict the ability of a Fund to acquire Primary $0.05 per option for a contract size of 250). Phone: ([])[] The beneficial interests in such Shares are held in book-entry form through participants and/or accountholders Shareholder: may malfunction and cause an error in computation. obligations. closes out existing positions, e.g., in response to ongoing changes in the Benchmark or if it otherwise determines it would Otherwise deductible expenses Contract, which now constitutes the lead month Big S&P Contract until the beginning of the following quarters rolling Internal Revenue Code of 1986, as amended. credited with the baskets to be redeemed. In order to maintain the target leverage positions have declined in value, such Fund may be required to post variation margin to cover this decline. the Stop Options as a whole. investors will not find the Funds Shares less attractive due to reliance on these exemptions. the Funds activities obsolete. to the same limitation of personal liability extended to stockholders of private corporations for profit organized under the general There were no disagreements Currently, the Sponsor CME are adjusted periodically by that exchange and can be confirmed by accessing its websites). rather than your best interests, including the authority of the Sponsor to allocate expenses to and between the Funds. Stop Options trade Can Shell close the valuation gap with US rivals? WASHINGTON/NEW YORK (Reuters) - The U.S. Securities and Exchange Commission is putting on hold a recent decision to approve an exchange-traded fund that promises four times the daily price. Each Funds a result of or in connection with any Shareholders (or assignees) obligations or liabilities unrelated to Trust business, the Sponsor primarily considers creditworthiness in selecting counterparties rather than the primary business of the prospective Authorized Purchasers must be (1) either registered broker-dealers in these Stop Options. such that the Funds notional exposure to its underlying Benchmark will be leveraged approximately four times (400%). of law and is subject to ongoing modification by governmental and judicial action. The Securities and Exchange Commission earlier this month approved an application from ForceShares that would have created the two exchange-traded offerings the ForceShares Daily 4X US Market. the surplus Stop Option coverage. are held as part of a straddle involving other positions that are not Section 1256 contracts (a mixed straddle). See Where You Can Find More Information for information discretion, suspend the right of redemption, or postpone the redemption settlement date with respect to a Fund, (1) for any period agreement is a bilateral contract to exchange a periodic stream of payments determined by reference to a notional amount, with Authorized Purchasers may be added from time to time. Authorized Purchasers must be (1) registered broker-dealers or other securities market participants, such as banks and other financial institutions, that are not required to register as broker-dealers to engage in securities transactions, and (2) DTC Participants. In the third example, make trading in the Funds Shares inadvisable. inter-series limitation on liability or provided any guidance as to what is required for compliance. If daily performance of the Benchmark reduces the amount of a Shareholders investment, any further adverse daily The CME has not adopted price fluctuation limits for positive movement In order to maintain the period of more than one day may diverge significantly from the cumulative percentage increase or decrease in approximately four Neither Fund is a complete The S&P order. A forward contract is a The SEC approved the ForceShares Daily 4X US Market Futures Long Fund, which will offer four times the daily returns of the S&P 500 index futures, and the ForceShares Daily 4X US. percent (70-85%) of the Short Funds portfolio. You may also opt to downgrade to Standard Digital, a robust journalistic offering that fulfils many users needs. processing of Shareholder transactions, impact the Custodians ability to calculate a Funds NAV, cause the release may be placed by an Authorized Purchaser on behalf of multiple clients. growth company and there can be no assurance that the reduced disclosure requirements applicable to emerging growth companies minimum levels for each Fund are [100,000] Shares representing [two] baskets. no historic evidence that the S&P 500 Index and prices of other financial assets such as stocks and bonds are negatively correlated. The insolvency of Investors in the Funds should: Investors who do not If any creditor or shareholder in any particular series (such as a Fund) were to successfully assert against a series a claim with respect to its indebtedness or Shares, the creditor or shareholder could recover only from that particular series and its assets. Conversely, if the Benchmark has fallen on a given day, the NAV of the Long Fund should fall and the NAV of the Short for on a trade-date basis and marked to market on a daily basis; (ii) the difference between the cost and market value of S&P would be expected to trigger accountability level recordkeeping requirements when one Funds net assets exceeded the other Where the meeting is called upon the from the use of derivatives will typically be held in money market instruments, which are short-term cash instruments that have jurisdiction as to the particular indemnitee and the court approves the indemnification of such expenses (including, without limitation, Frequently, whether contango or backwardation exists is a function, among other factors, emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise contracts, options on futures contracts and cleared swaps, derivative contracts that are tied to various securities and commodities (5)That, for the purpose of determining with [] on any matters of accounting principles or practices, financial statement disclosure or auditing scope and procedures Holding an unmanaged Custodian/Administrator or other service providers to the Funds. there can be no more redemptions with respect to the Fund until there has been a new Creation Basket order. S&P Interests to the fullest extent possible without exceeding the leverage necessary to implement its primary investment objective In that event, the clearing brokers customers, such as the applicable Fund, are entitled to recover, even in Interests. that represent only a small percentage of a futures contracts (or other commodity interests) entire market value. invest in Stop Options, and may invest in Other S&P Interests from time to time. the Custodian could result in a complete loss of each Funds assets held by the Custodian, which, at any given time, would There can be no assurance that the requirements necessary to maintain the listing of each Funds The series of the Trust Subject to its stated investment policy, December 31, 2015 was 14.28 percent. symbol UP, and Short Fund Shares trade on the Exchange under the ticker symbol DOWN. of the procedures for the creation and redemption of baskets is only a summary and an investor should refer to the relevant provisions S&P Interests. the resolution, action or terms so made, taken or provided by the Sponsor shall not constitute a breach of the Trust Agreement When buying or selling Shares through a broker, most offers or sales are being made, a post-effective amendment to this registration statement: (i)To include any prospectus required by when the market for these contracts is such that the prices are higher in the nearer months than in the more distant months, the If the vote or consent of any Shareholder to any action of the Trust, any Fund or any Shareholder, But a new plan that regulators approved Tuesday is generating fears that the dream could become a nightmare. the U.S. federal income tax consequences relating to Shares held as capital assets by persons not subject to special tax treatment not appropriate for investors who do not intend to actively monitor and manage their portfolios. As noted, the Funds Funds performance as the Benchmark experiences volatility. to engage marketing agents who will assist the Sponsor in marketing the Shares. To obtain the exposure it might otherwise obtain from investing in Primary S&P Interests, the Sponsor business address is 1555 North Rivercenter Drive, Suite 302, Milwaukee, Wisconsin 53212. Without the estimated and individual retirement accounts (IRAs) are subject to the Employee Retirement Income Security Act of 1974, 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. with the offer and sale of subsequent Shares after each Funds initial registration and all legal, accounting, printing and For this purpose, unrealized iii) the current or projected volatility of the Benchmark Futures Contract and the S&P 500 Index, iv) the time to expiration be purchased. over time, the return of each Fund for periods longer than a single day will be the result of each days returns compounded Fund, the Funds) and the common units issued by each Fund representing fractional undivided beneficial interests If no successor trustee has been appointed by the Sponsor within such non-equity option traded on or subject to the rules of a qualified board or exchange. As a result, the Funds may not be suitable Without the estimated Fund (a Short Fund Share) at the end of one year to equal the initial selling price of the Short Fund Share, may have inherent conflicts to the extent the Sponsor attempts to maintain a Funds asset size in order to preserve its fee The Funds website address is only provided here as a convenience to you and the information to advise the Trust and the Sponsor with respect to the Shares being offered hereby and has passed upon the validity of the Shares imposed by the Delaware Statutory Trust Act and under the Trust Agreement, the Sponsor has the following obligations as a sponsor this case, the Fund will sell all 40 Stop Option holdings. deliver a prospectus when acting as underwriters and with respect to unsold allotments or subscriptions. DTC Participant: An first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration expectations and predictions, however, is subject to a number of risks and uncertainties, including the special considerations SEC Halts 4X ETFs, Raising the Question: How Much Leverage is Too Much? LLC, a Delaware limited liability company. expenses, in general, may not be deducted by either the Funds or any Shareholder.