UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
SCHEDULE 14C (RULE 14C-101)
INFORMATION REQUIRED IN INFORMATION STATEMENT
SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. __ ) |
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Brinker Capital Destinations Trust (Name of Registrant as Specified in its Charter) |
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BRINKER CAPITAL DESTINATIONS TRUST
1055 Westlakes Drive, Suite 250
Berwyn, Pennsylvania 19312
DESTINATIONS GLOBAL FIXED INCOME OPPORTUNITIES FUND
October 21, 2024
IMPORTANT NOTICE OF INTERNET AVAILABILITY OF INFORMATION STATEMENT REGARDING RECENT SUB-ADVISER CHANGES
An Information Statement regarding recent sub-adviser changes related to the Destinations Global Fixed Income Opportunities Fund (the “Fund”), a series of Brinker Capital Destinations Trust (the “Trust”), is now available online for your review and information. We encourage you to access and review the Information Statement online, using the instructions included in this Notice.
We are not asking you for a proxy and you are not required to send us a proxy.
At an in-person meeting held on June 4-5, 2024, the Board of Trustees of the Trust (the “Board”) approved Numeric Investors LLC (the “Sub-Adviser”) as a sub-adviser to the Fund. The new Sub-Adviser has been allocated assets within the Fund by Orion Portfolio Solutions LLC d.b.a. Brinker Capital Investments (the “Adviser”), the Fund’s overall investment adviser. The Adviser will continuously monitor the new Sub-Adviser’s performance with respect to the allocated portion of the Fund’s assets, in addition to monitoring the Fund as a whole and the other sub-advisers within the Fund.
This Notice is being provided to you in lieu of a paper copy of the Information Statement, as permitted under the terms of an exemptive order granted to the Adviser and the Trust by the U. S. Securities and Exchange Commission.
This Notice presents only a brief overview of the changes. The online Information Statement provides more complete information. The Information Statement will be available on the Fund’s website at https://destinationsfunds.com/destinations-global-fixed-income-opportunities-fund/?table-name=share-class-i for at least 90 days after you receive this Notice.
A paper copy of the full Information Statement or other Fund related information may be obtained, without charge, by calling (877) 771-7979 or by writing to the Brinker Capital Destinations Trust, P.O. Box 2175, Milwaukee, WI 53201.
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INFORMATION STATEMENT
BRINKER CAPITAL DESTINATIONS TRUST
1055 Westlakes Drive, Suite 250
Berwyn, Pennsylvania 19312
DESTINATIONS GLOBAL FIXED INCOME OPPORTUNITIES FUND
October 21, 2024
Dear Shareholder,
This Information Statement is being made available to shareholders of the Destinations Global Fixed Income Opportunities Fund (the “Fund”), a portfolio of Brinker Capital Destinations Trust (the “Trust”), to notify shareholders of a recent portfolio management change for the Fund. The Trust operates pursuant to an order of exemption from the U.S. Securities and Exchange Commission issued on March 16, 2017 (the “SEC Order”) that permits Orion Portfolio Solutions LLC d.b.a. Brinker Capital Investments (the “Adviser”), the investment adviser of the Fund, to enter into, change or terminate agreements with investment sub-advisers with the approval of the Trust’s Board of Trustees, but without obtaining Fund shareholder approval. As a condition of the SEC Order, the Adviser is required to make available to shareholders information about any new sub-adviser or new sub-advisory agreement and to notify Fund shareholders when the information becomes available.
We are not asking you for a proxy and you are not required to send us a proxy.
Please take a few minutes to review this Information Statement and thank you for investing in the Fund.
Sincerely,
| /s/ Brian Ferko | |
| Brian Ferko | |
| President & Chief Operations Officer | |
| Brinker Capital Destinations Trust |
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DESTINATIONS GLOBAL FIXED INCOME OPPORTUNITIES FUND
Appointment of a New Sub-Adviser
At a meeting of the Board of Trustees (the “Board”) of Brinker Capital Destinations Trust (the “Trust”) held on June 4-5, 2024 (the “Meeting”), Orion Portfolio Solutions LLC d.b.a. Brinker Capital Investments (the “Adviser”) recommended and the Board, including all of the trustees who are not “interested persons” of the Trust (each an “Independent Trustee”) as defined in the Investment Company Act of 1940, as amended (the “1940 Act”), approved Numeric Investors LLC (“Numeric”) as a sub-adviser to the Destinations Global Fixed Income Opportunities Fund (the “Fund”).
Under the terms of the new sub-advisory agreement, Numeric makes investment decisions for the portion of the assets of the Fund allocated to it by the Adviser, and continuously reviews, supervises, and administers the Fund’s investment program with respect to those assets.
Adviser’s Recommendation and the Board’s Consideration
The Adviser recommended Numeric as a sub-adviser because it believes that Numeric is suited to help the Fund meet its overall investment objective. Numeric seeks to maximize alpha generation with minimized risk while maintaining a controlled annual turnover rate. Numeric uses a quantitative driven investment process that combines data science with fundamental research in order to take advantage of the inherent human bias in the market and to identify issuers that demonstrate strong business trends and value characteristics.
In considering Numeric, the Board received written and oral information from the Adviser and Numeric. The Board also met with representatives of the Adviser and Numeric and considered information provided by Numeric and the Adviser about Numeric’s portfolio managers, investment philosophy, strategy and process, as well as other factors. In approving Numeric as a sub-adviser to the Fund, the Board evaluated the information provided by the Adviser and Numeric regarding: (i) the nature and quality of the services expected to be rendered to the Fund; (ii) the investment objectives and policies of each of the Fund and Numeric’s strategy; (iii) the history, reputation, qualifications and background of Numeric and its investment personnel and Numeric’s financial condition; (iv) the performance record of Numeric; and (v) other factors deemed relevant. The Board also reviewed the fees to be paid by the Adviser to Numeric, including any benefits to be received by Numeric in connection with soft dollar arrangements or other than from its sub-advisory fees. The Board used this information and other information it deemed relevant, in making its decision to approve Numeric as a sub-adviser to the Fund and reached the following conclusions:
Nature, Extent and Quality of Services.
The Board concluded, based on the information provided by the Adviser and Numeric, that the nature, extent and quality of the investment advisory services expected to be provided by Numeric were adequate and appropriate in the context of (i) the experience and the qualifications of Numeric and its investment personnel; (ii) Numeric’s portfolio management and research resources to be applied in managing the portion of the Fund’s assets allocated to it, including Numeric’s quantitative investment approach; (iii) how Numeric would complement the Fund’s existing sub-advisers; (iv) the adequacy and scope of Numeric’s compliance program; and (v) the Adviser’s recommendation to engage.
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Investment Performance.
The Board discussed with representatives of the Adviser the investment strategy to be employed by Numeric in managing its portion of the Fund’s assets. In particular, the Board reviewed the performance of Numeric’s investment strategy from 2020 through 2024, including against benchmark indexes. The Board also reviewed the performance of the investment strategy on an annualized basis over various time periods and market conditions and considered how certain sector exposures had contributed to recent performance. The Board took into account the Adviser’s experience and reputation in selecting, evaluating and overseeing investment advisers.
Sub-Advisory Fee, Expense Ratio and Economies of Scale.
The Board reviewed and considered the sub-advisory fee that, under the terms of the proposed sub-advisory agreement, would be payable by the Adviser to Numeric, and, thus, should not directly impact the overall fees paid by the Fund. The Board concluded that the proposed fee payable to Numeric by the Adviser with respect to the Fund’s assets to be allocated to Numeric was reasonable and appropriate. The Board recognized that, because Numeric’s fee would be paid by the Adviser, and not the Fund, an analysis of profitability was more appropriate in the context of the Board’s consideration of the management agreement between the Trust and the Adviser. The Board received and considered a profitability analysis of the Adviser with respect to the addition of Numeric as a sub-adviser for the Fund and determined that the Adviser’s profitability would not be excessive in light of the nature, extent and quality of the services to be provided to the Fund by the Adviser and Numeric, noting in particular the existence of an ongoing contractual fee waiver that limits the total amount of advisory fees that may be retained by the Adviser to 44.4 basis points of the Fund’s assets. Similarly, the Board recognized that, because Numeric’s fee would be paid by the Adviser, and not directly by the Fund, an analysis of economies of scale with respect to Numeric was more appropriate in the context of the Board’s consideration of the management agreement between the Trust and the Adviser. Accordingly, economies of scale with respect to Numeric were not considered relevant at that time to the Board’s decision to approve the sub-advisory agreement with Numeric. The Board also concluded that any other benefits that could be expected to accrue to Numeric by virtue of its relationship with the Fund were reasonable.
Other Considerations.
After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, with the advice of Fund counsel, resolved to approve the sub-advisory agreement with Numeric, having determined that the agreement would be in the best interests of the Fund.
Following the Board’s approval, the Adviser entered into a sub-advisory agreement with Numeric, and Numeric began managing the assets of the Fund allocated to it by the Adviser on July 29, 2024. The Adviser determined that the initial target percentage of the Fund’s assets allocated to Numeric would be approximately 16%.
The New Sub-Advisory Agreement
The terms of the new sub-advisory agreement with Numeric are substantially similar to the terms of the agreements with the other sub-advisers to the Fund, except for the sub-advisory fee rate payable by the Adviser to Numeric.
Under the new sub-advisory agreement, Numeric makes all investment decisions for the portion of the Fund’s assets allocated to it, and continuously reviews, supervises and administers the Fund’s investment program with respect to those assets. Numeric discharges its responsibilities under the new sub-advisory agreement subject to the supervision of the Adviser and the Board and has agreed to do so in a manner consistent with the Fund’s investment objective, policies, and limitations. The new sub-advisory agreement is dated July 29, 2024 and has an initial term ending July 28, 2026. Thereafter, the continuance of the new sub-advisory agreement requires the annual approval of the Board, including a majority of the Independent Trustees.
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For its services to the Fund under the sub-advisory agreement, Numeric receives a sub-advisory fee based on the average daily net asset value of the assets of the Fund allocated to Numeric. As a result of the addition of Numeric as a sub-adviser to the Fund, the total sub-advisory fees paid by the Adviser with respect to the Fund decreased by 3 basis points from 35 basis points to 32 basis points and the portion of the total advisory fee retained by the Adviser remained equal to 44.4 basis points. The total advisory fee retained by the Adviser continues to be limited by a contractual fee waiver pursuant to an agreement that shall remain in effect until June 30, 2025.
Additional Information about Numeric
Numeric is a Delaware limited liability company that was initially founded in 1989 and is a wholly owned subsidiary of Man Investment Holdings Inc., a Delaware corporation. Numeric is located at 200 Pier 4 Boulevard, Boston, Massachusetts 02210 and is registered as an investment adviser with the SEC. Listed below is the name and principal occupation of the portfolio managers responsible for the day-to-day management of the Fund’s assets allocated to Numeric and Numeric’s principal executive officers. The principal business address of each principal executive officer and portfolio manager, as it relates to their duties at Numeric, is the same as that of Numeric.
| Name | Title |
| Paul Kamenski, CFA | Portfolio Manager and Co-Head of Credit |
| Robert Lam | Portfolio Manager and Co-Head of Credit |
| Gregory Bond, CFA | President and Chief Executive Officer, Man Numeric; Head of Americas, Man Group |
| Daniel Taylor, CFA | Chief Investment Officer |
| Heidi Roderick | Vice President and Chief Operating Officer |
| Nadine Le Gall | Chief Compliance Officer at Man Numeric and Head of Compliance Americas for Man Group |
| Solomon Kuckelman | Secretary; General Counsel, Americas & APAC, Man Group |
Comparable Funds
Numeric does not currently manage the assets of other investment companies or accounts having similar investment objectives and strategies as the Destinations Global Fixed Income Opportunities Fund.
Payments of Commissions to Affiliated Brokers
During the Fund’s most recently completed fiscal year ended February 29, 2024, the Fund did not pay any brokerage commissions to brokers who are affiliated persons of the Fund.
Purchases of Numeric’s Securities by the Trustees
As of June 30, 2024, no Trustee of the Trust had purchased or sold any securities of the current or former parent entities of Numeric.
There were no changes in ownership in 2024.
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OTHER INFORMATION
Adviser
Orion Portfolio Solutions d.b.a. Brinker Capital Investments serves as the investment adviser to the Fund and is located at 17605 Wright Street, Omaha, Nebraska 68130.
Distributor
Foreside Fund Services, LLC, serves as the distributor to the Fund and is located at Three Canal Plaza, Suite 100, Portland, Maine 04101.
Administrator
Brown Brothers Harriman & Co. serves as the administrator to the Fund and is located at 50 Post Office Square, Boston, Massachusetts, 02110.
Householding
If you have requested a paper copy of this Information Statement, only one copy will be mailed to a single household, even if more than one person in a household is a Fund shareholder of record, unless the Fund has received instructions to the contrary. To make changes to your householding arrangement, please contact the Fund by calling 1-877-771-7979 or by writing to the Fund at Brinker Capital Destinations Trust, P.O. Box 2175, Milwaukee, WI 53201.
Annual/Semi-Annual Reports
Shareholders can obtain a copy of the Fund’s most recent Annual Report and Semi-Annual Report on the same website on which this Information Statement is available, or by calling 1-877-771-7979 or by writing to the Brinker Capital Destinations Trust, P.O. Box 2175, Milwaukee, WI 53201. Paper copies of such reports will be provided free of charge.
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