UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Event): July 8, 2011 (July 18, 2011)
FactorShares 2X: S&P500 Bull/USD Bear
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 80-0561313 |
| (State or Other Jurisdiction of Incorporation or Organization) | (IRS Employer ID Number) |
| c/o Factor Capital Management, LLC | |
| 1 Penn Plaza | 10119 |
| New York, New York | (Zip Code) |
| (Address of Principal Executive Offices) | |
001-35089
(Commission File Number)
(212) 786-7481
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01 Other Events.
As disclosed in the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2011 of FactorShares 2X: S&P500 Bull/USD Bear (the “Fund”), as of March 4, 2011, Factor Capital Management, LLC (the “Managing Owner”) voluntarily agreed to waive receipt of its management fees and/or assume the expenses of the Fund so that Fund expenses will not exceed an annual rate of 2.00% of the value of the Fund’s average daily net assets. The waiver and reimbursement of expenses were voluntary on the part of the Managing Owner, and may be revoked at any time without prior notice.
As of July 18, 2011, the Managing Owner has voluntarily agreed to waive receipt of its management fees and/or assume the expenses of the Fund so that Fund expenses will not exceed an annual rate of 2.99% of the value of the Fund’s average daily net assets. This waiver and reimbursement of expenses is voluntary on the part of the Managing Owner, and may be revoked at any time without prior notice.
Investors should read the “Breakeven Table” on pages 23-24 and the “Charges” section starting on page 90 of the Fund’s Prospectus dated February 22, 2011 in light of this Current Report on Form 8-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FactorShares 2X: S&P500 Bull/USD Bear | |
| By: Factor Capital Management, LLC, | |
| its Managing Owner | |
| By: /s/ Stuart Rosenthal | |
| Name: Stuart Rosenthal | |
| Title: Chief Executive Officer |
Date: July 8, 2011