PPMFUNDS
SUPPLEMENT DATED JANUARY 8, 2019 TO THE
PROSPECTUS DATED MARCH 26, 2018
PPM Floating Rate Income Fund PKFIX
PPM High Yield Core Fund PKHIX
PPM Long Short Credit Fund PKLIX
PPM Strategic Income Fund PKSIX
(each a “Fund,” and collectively, the “Funds”)
This supplement provides new and additional information that affects information contained in the Funds’ Prospectus and should be read in conjunction with the Prospectus.
Scott Richards has decided to retire from PPM America, Inc. (“PPM”) effective December 31, 2019. Scott joined PPM in 2008 and has spent the last ten years helping build our high yield capabilities. On January 1, 2019, Scott will transition into an advisory capacity and will continue to work alongside the high yield team until his retirement at the end of 2019.
Accordingly, the following changes are being made to the Prospectus, effective January 1, 2019:
In the section entitled “Fund Summaries” of the Prospectus, all information related to Scott Richards in the Portfolio Managers table under “Portfolio Management” for each Fund is deleted in its entirety.
Item 2. Code of Ethics.
As of the end of the period covered by this report, the registrant had adopted a code of ethics, as defined in Item 2 of FormN-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no substantive amendments or any waivers to this code of ethics during the period covered by this report. A copy of this code of ethics is filed as Exhibit 12(a)(1) to this FormN-CSR.
Item 3. Audit Committee Financial Expert.
The registrant has named Kevin Callahan as an Audit Committee financial expert serving on its Audit Committee. Kevin Callahan is not an “interested person” of the Trust, as that term is defined by Section 2(a)(19) of the Investment Company Act of 1940, as amended, and is considered “independent” for purposes of this Item.
An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933, as amended, as a result of being designated as an “audit committee financial expert.” Further, the designation of a person as an “audit committee financial expert” does not mean that the person has any greater duties, obligations, or liability than those imposed on the person without the “audit committee financial expert” designation. Similarly, the designation of a person as an “audit committee financial expert” does not affect the duties, obligations, or liability of any other member of the Audit Committee or Board of Trustees.
Item 4. Principal Accountant Fees and Services.
(a)-(d)
The administrator of the registrant is responsible for payment of all expenses associated with the annual audit and other required services of the independent registered accounting firm, and all expenses associated with the preparation and filing of the tax returns.
KPMG LLP (“KPMG”) was appointed by the Board of Managers as the independent registered public accounting firm of the registrant for the fiscal year ended December 31, 2018. The following table sets forth aggregate fees billed by KPMG for the respective period for professional services rendered to the registrant.
Fees for Services Rendered to the Registrant by KPMG
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Fiscal Year | | Audit Fees | | Audit-Related Fees | | Tax Fees | | All Other Fees |
2018 | | $168,352 | | $0 | | $0 | | $0 |
Fees for Services Rendered to Adviser Entities by KPMG
The following table sets forth the amount of fees that were billed by KPMG for the respective period to any entity controlling, controlled by, or under common control with the investment adviser that provided ongoing services to the registrant (“Adviser Entities”) that were directly related to the registrant’s operations and financial reporting.
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Fiscal Year | | Audit-Related Fees | | Tax Fees | | All Other Fees |
2018 | | $0 | | $0 | | $0 |
(e)(1) The Audit Committee is authorized topre-approvenon-audit services provided by the registrant’s auditors, if they find it appropriate in light of their fiduciary duties and in the exercise of their good faith business judgment and compatible with the auditors’ independence. The Chairman of the Audit Committee is authorized to approve audit andnon-audit services for newly established Funds of the registrant on the same terms as the full Audit Committee previously had approved for the then existing Funds.
(e)(2) 0%
(f) Not applicable.
(g) The aggregate fees billed for allnon-audit fees to the registrant and Adviser Entities for the fiscal year ended December 31, 2018 was $20,415.
(h) For the fiscal year ended December 31, 2018, the Audit Committee of the registrant’s Board of Managers considered the provision ofnon-audit services that were rendered to the Adviser Entities that were notpre-approved pursuant to paragraph (c)(7)(ii) of Rule2-01 of RegulationS-X and concluded that such services were compatible with maintaining KPMG’s independence.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Schedule of Investments.
(a) Included as a part of the report to shareholders filed under Item 1.
(b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures forClosed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers ofClosed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities byClosed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
No material changes have been made.
Item 11. Controls and Procedures.
(a) The registrant maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the registrant’s filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, is recorded, processed, summarized, and reported
within the periods specified in the rules and forms of the U.S. Securities and Exchange Commission. Such information is accumulated and communicated to the registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
Within ninety (90) days prior to the filing date of this report on FormN-CSR, the registrant had carried out an evaluation, under the supervision and with the participation of the registrant’s management, including the registrant’s principal executive officer and the registrant’s principal financial officer, of the effectiveness of the design and operation of the registrant’s disclosure controls and procedures. Based on such evaluation, the registrant’s principal executive officer and principal financial officer concluded that the registrant’s disclosure controls and procedures are effective.
(b) There have been no significant changes in the registrant’s internal controls over financial reporting during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal controls over financial reporting. There have been no significant changes in the registrant’s internal controls or in other factors that could significantly affect the internal controls subsequent to the date of their evaluation in connection with the preparation of this report on FormN-CSR.
Item 12. Exhibits.
(a) | (1) Code of Ethics pursuant to Section 406 of the Sarbanes-Oxley Act of 2002 (as defined in Item 2(b) of FormN-CSR) is attached hereto. |
| (2) The certifications required by Rule30a-2(a) under the Investment Company Act of 1940, as amended, are attached hereto. |
(b) | The certification required by Rule30a-2(b) under the Investment Company Act of 1940, as amended, is attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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PPM Funds |
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By: | | /s/ Mark D. Nerud |
| | Mark D. Nerud |
| | Principal Executive Officer |
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Date: | | March 21, 2019 |
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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By: | | /s/ Mark D. Nerud |
| | Mark D. Nerud |
| | Principal Executive Officer |
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Date: | | March 21, 2019 |
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By: | | /s/ Daniel W. Koors |
| | Daniel W. Koors |
| | Principal Financial Officer |
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Date: | | March 21, 2019 |
EXHIBIT LIST
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Exhibit 12(a)(1) | | Registrant’s Code of Ethics pursuant to Section 406 of the Sarbanes-Oxley Act of 2002. |
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Exhibit 12(a)(2) | | Certification of the Principal Executive Officer required by Rule30a-2(a) under the Investment Company Act of 1940, as amended. |
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| | Certification of the Principal Financial Officer required by Rule30a-2(a) under the Investment Company Act of 1940, as amended. |
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Exhibit 12(b) | | Certification required by Rule30a-2(b) under the Investment Company Act of 1940, as amended. |