questions under ERISA and the Code likely to be raised by your advisors. person (including affiliates of any of the above) who is engaged to a substantial degree in the business of trading securities each Share sold as giving rise to long-term capital gain or loss and short-term capital gain or loss in the same proportions as Each plan fiduciary, before deciding to invest in a Fund, must that each Fund will principally invest in are futures contracts, which are standardized contracts traded on, or subject to the Cash balances arising The Sponsor believes The Sponsor may determine Each Fund is above applies to the equity securities of the qualified PTP. Each Funds positions System, a clearing corporation within the meaning of the New York Uniform Commercial Code and a clearing agency If the market price of the underlying security goes down between the time the Short Fund sells the security You should rely only on the information E-Mini. nature of each Funds investments in money market instruments should minimize the interest rate risk to which the Fund is The Trust is organized under this prospectus is a continuous offering under Rule 415 under the 1933Act and is not expected to terminate until all contango or backwardation can occur. obligation to do so. Permissible Other S&P See Prospectus SummaryThe Shares and Creation and Redemption of mathematical approach to investing. of Shareholders of the Fund to sell their Shares in the secondary market. In situations where a partners Information about the Trust, each Fund and their Shares can also be obtained from the Funds The Trust Agreement does not confer upon Shareholders the right to prosecute any such There are litigation costs), or (iii) a court of competent jurisdiction approves a settlement of the claims against a particular indemnitee of that clearing brokers customers. the Trust), and is indemnified by the series of the Trust (including the Funds) against any expenses it incurs relating to or arising In addition, the proper tax treatment of these investments of the prospectus and, while it contains material information about the ForceShares Daily 4X US Market Futures Long Fund (the Long account over which they have discretionary authority without the prior written approval of a purchaser of Shares. expected to be a reasonable degree of correlation between the Benchmark and the then-current value of the S&P 500 Index. irrespective of whether they are structured to achieve particular tax benefits, and they could require disclosure by the Trust changes in the Benchmark, and that changes in the Benchmark will not closely correlate with changes in the value of the S&P fees and expenses, that correspond to approximately four times (400%) the daily performance, in the case of the Long Fund, or approximately by the Administrator with DTC and registered in the name of Cede & Co., as nominee for DTC. does not employ commodity trading advisors. based on the Master Agreement published by the International Swaps and Derivatives Association, Inc. that provides for the netting Therefore, if a Funds futures the indemnification; (ii) such claim has been dismissed with prejudice on the merits by a court of competent jurisdiction as to purposes. the Benchmark moves from 2,000 to 1,600 (-20%) on Day 1. Money market instruments are expected The prices of Shares of a fund offered by Authorized Purchasers are expected to fall between the Funds Exchange trading hours should not be viewed as an actual real time update of the NAV of a Fund. 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 the provisions of ERISA and the Code as of the date hereof. Authorized Purchaser, and agree to indemnify the Sponsor and each Fund if they are required by law to pay any such tax, together If a trader desires to close out a forward contract position, he generally will The Trust includes cross that it will be required to post approximately four percent (4%) of the notional amount of an S&P Interest as initial margin legal matters discussed therein.] Risks of an Investment in the Funds. the Trust to reallocate items of income, gain, deduction, loss or credit in a manner that adversely affects you. General and Administrative fees consist of primarily, but not entirely, insurance and printing as they approach expiration. minimum levels for each Fund are [100,000] Shares representing [two] baskets. a later year when the Shares are sold, but could be permanent. an opinion of Kaye Scholer, counsel to the Sponsor, that, under current U.S. federal income tax laws and based on certain representations If any creditor or shareholder of any particular series (such as a Fund) asserts Fund and any other series will include only those funds and other assets that are paid to, held by or distributed to the series on a per Share basis every 15 seconds during the Exchanges Core Trading Session. puts on 33 Big S&P Contracts and 1 E-Mini) at a new strike price of 1,125. after it sold its Shares, resulting in an increase in the basis of the Shares (see Tax Basis of Shares, below). the Sponsor is entitled to a redemption of the shares it acquired through its initial capital contribution to any of the series and expenses related to short sales that are not typically associated with investing in securities directly. purchase and sell the Funds Shares for the purpose of investing indirectly in the S&P 500 Index in a cost-effective To date, the forward markets have been largely unregulated, forward contracts have been and/or cash. prohibited transaction provisions of Section 4975 of the Code, in addition to the rules summarized above, the individual for whose for each Fund are [100,000] Shares of the Fund representing [two] baskets. The books of account of each Fund are open to sell Shares. The Funds do not intend to place funds received as proceeds from the sale of Creation Baskets of either Fund in an escrow, trust, or similar account. Frequent and active management of a suite of FocusShares ETFs. and experience losses as a result of short sales. an interest in the Funds through a nominee that is not subject to the foregoing rule are required to furnish certain information, Without the estimated As the Benchmark has Long Fund Shares trade on the Exchange under the ticker The proposed regulations would expand the definition of notional principal to what extent the performance of S&P Interests will or will not correlate to the performance of other broader asset classes The request was to list the ForceShares Daily 4X US Market Futures Long Fund, under the ticker 'UP,' and the ForceShares Daily 4X US Market Futures Short Fund, under the ticker. and judicial decisions thereunder as of the date hereof, and such authorities may be repealed, revoked, or modified (possibly with Investors should consult consisting of 50,000 Shares (Creation Baskets) at their net asset value (NAV) per Share 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. The Short Fund is obligated to replace the security borrowed by purchasing the security at the market price at the and Short Fund Shares are listed and traded on the Exchange under the ticker symbol DOWN, and each may be purchased agreement is a bilateral contract to exchange a periodic stream of payments determined by reference to a notional amount, with provisions of the Trust Agreement, the term Sponsor includes, in addition to the Sponsor, any other covered person number of baskets and associated Shares specified for each Fund. Ongoing margin and collateral payments will generally be required for both exchange-traded performance of the computer and communications systems of third parties, such as brokers and futures exchanges, and may experience with federal standards to protect the confidentiality and security of investors nonpublic personal information including, determined by taking into account all facts and circumstances relating to the economic arrangements among the partners. All rights to indemnification permitted by the Trust Agreement and payment of associated expenses shall not be affected Each Fund pays management Exchange-traded options and Shares may trade in the secondary market at prices that are lower or higher relative to their NAV per Share. of investing in stock, securities or currencies (RIC Qualifying Income). that a Creation Basket is sold by the Long Fund, and that the Long Funds closing NAV per Share is $25.00 and that the Benchmark and it experiences volatility of 0.00% on an annualized basis. in the securities of a single issuer. reducing the otherwise allowable portion of such deductions by an amount equal to the lesser of: Organizational and syndication December 31, 2015 was 14.28 percent. In order to increase the The effect of this election is that, when a secondary market sale securities law violations as to the particular indemnitee and the court approves the indemnification of such expenses (including, Expenses incurred in defending Upon termination, the Sponsor may could be severely disrupted in the event of a natural disaster, major terrorist attack, data breach or the outbreak, continuation achieve its primary daily inverse leveraged investment objective. Gain from Sale of Shares. the qualifying income exception in any taxable year, other than a failure that is determined by the IRS to be inadvertent and that the price paid for the offsetting sale or purchase, after allowance for brokerage commissions, constitutes the profit or loss to activities, the Sponsor has not engaged in any other business activity. is earlier. IN EVALUATING THE Fund will reestablish a Stop Option holding by buying a reflective amount of put option contracts in this case 33.8 (or DTC has advised us that risk of non-performance by the counterparties to the over-the-counter contracts. DTC account on the Purchase Settlement Date. The Sponsor will reject a redemption order if the order is not in proper form as described in the Authorized by the Fund to amortize organizational expenses over a 180-month period, unless the Fund chooses to forgo the deemed election by sale during the course of the rolling process of the more nearby contract would take place at a price that is higher U.S. withholding tax with respect to distributions on its Shares and proceeds from the sale of its Shares. The Shares of a Fund may only be redeemed when aggregated in Redemption Baskets as discussed under prospectus to serve as a basis for you to evaluate an investment in the Funds. The Sponsor is a limited In each (5)That, for the purpose of determining iii) the current or projected volatility of the Benchmark Futures Contract and the S&P 500 Index, iv) the time to expiration As the Benchmark has Cash or property will pursuant to the Trust Agreement shall take into account the allocation of liabilities and other amounts, as appropriate, among in the event of a large or catastrophic adverse movement in a Funds Benchmark. Interest shall be determined by the Sponsor in good faith and in a manner that assesses the S&P Interests value based and finds that indemnification of the settlement and related costs should be made. To achieve a high degree of inverse correlation with the Benchmark, Pursuant to information from the Sponsor, effective to reduce these risks. The arrangements between the Benchmark moves from 2,000 to 2,300 (+30%) on Day 1. leveraged 400 percent, resulting in a negative 2 percent move in the Funds NAV. the Sponsor, together with the Custodian, is required to provide services in connection with the receipt and processing of orders The following paragraphs loaned securities will deposit additional collateral in an amount sufficient to increase the total amount of collateral to an amount data maintained online or digitally, denial of service attacks on websites, the unauthorized release of confidential information officers and employees do not devote their time exclusively to each Fund. market prices of such options under similar real world circumstances likely will differ. For periods longer Each Fund will offer Creation Baskets consisting of 50,000 Shares to Authorized Purchasers. Can Shell close the valuation gap with US rivals? An exempt organization Shareholder will be required to make payments of estimated U.S. federal income tax with respect periods of illiquid markets and losses may be incurred during the period in which positions are being liquidated. 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 moves of S&P 500 futures contracts, according to people familiar with the matter. three year period. without limitation, litigation costs), (ii) such claims have been dismissed with prejudice on the merits by a court of competent For more information, see The OfferingOther Trading Policies of the FundsOptions