SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
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Federated U. S. Government Securities Fund: 1-3 Years.
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A prospectus/proxy statement with respect to the proposed transaction has been mailed to shareholders and filed with the Securities and Exchange Commission (SEC). Investors are urged to read the prospectus/proxy statement because it contains important information. The prospectus/proxy statement and other relevant documents are available free of charge on the SEC’s Web site atwww.sec.gov or by calling 1-800-341-7400.
Why has Performance Funds Adviser decided to approve the Reorganizations?
The Performance Funds Adviser advised the Performance Funds Board that the Reorganizations are being proposed, from its perspective, for financial and strategic reasons.The Performance Funds Adviser has determined to discontinue and sell its advisory business with respect to its management of the Performance Funds, to discontinue its sponsorship of such Performance Funds, and exit the mutual fund management business. This decision was based on a variety of factors, including increasing and potentially uncertain regulatory requirements such as pending money market fund reform and potential new registration requirements for mutual funds under the Commodities Exchange Act, increasing compliance and operational costs, the interest rate and market environments surrounding money funds, and pursuing alternative business objectives.
Why has Performance Funds recommended Federated Funds as its successor?
| · | The Performance Funds Adviser believes that Federated’s ability to provide support to shareholders and grow the Federated Funds through multiple distribution channels and experienced investment professionals is expected to benefit the Performance Funds’ shareholders. |
| · | The Performance Funds Adviser believes that the Federated Funds offer competitive fund expenses, performance and diversification. |
| · | The Performance Funds Adviser believes that the Reorganizations of the assets of the Performance Funds into the Federated Funds will benefit the Performance Funds’ shareholders through the Federated Funds’ broader distribution capacity potentially resulting in larger, more viable funds with the potential for greater diversification and investment opportunities. |
| · | The Performance Funds Adviser also believes that the Performance Funds’ shareholders are expected to benefit from Federated’s experience with its mutual fund business, Federated’s investment management resources and the compatibility between the Performance Funds and Federated Funds in terms of investment objectives, strategies, risks and limitations. |
What other benefits are shareholders expected to realize as a result of the proposed Reorganization?
The Performance Funds Adviser actively pursued alternatives that would allow each Performance Fund shareholder to have the opportunity to:
- Pursue an investment objective that is similar to the shareholder’s original investment objective through a tax-free reorganization of the shareholder’s Performance Fund with a comparable Federated Fund;
- Become part of a larger and more diverse family of mutual funds;
- Invest in a larger combined fund with increased long-term growth prospects, which could have the potential for greater efficiencies and the ability to spread relative fixed costs over a larger asset base;
- Invest in a family of mutual funds managed by investment advisers that have extensive investment management resources, fund management experience and capabilities and resources that can be provided to support shareholders.
What will happen if shareholders of a fund do not approve the proposed Reorganization?
If shareholders of a Performance Fund fail to approve a Reorganization, such Performance Fund will not be reorganized and the Performance Trust Board of Trustees will consider other alternatives for the Performance Fund. The consummation of one Reorganization is not dependent on the consummation of any other Reorganization.
Will fees/expenses increase as a result of the proposed Reorganizations?
Even though the stated total gross expense ratios of the Federated Funds generally are slightly higher than the expense ratios of the Performance Funds, the Federated Funds generally have lower stated net expense ratios.
Will the value of shareholders investment change as a result of the Reorganization?
As a result of the Reorganizations, each owner of shares of a Performance Fund will become the owner of shares of the corresponding Federated Fund having a total Net Asset Value equal to the total Net Asset Value of his or her holdings in the applicable Performance Fund on the Closing Date.
Money Market
Since the Money Market Funds are money market funds, and value their shares at a Net Asset Value of $1.00 per share, it is expected that the Performance Money Market Fund and the Performance U.S. Treasury Money Market Fund shareholders will receive the same number of shares of the Federated Prime Obligations Fund and Federated U.S. Treasury Cash Reserves, as applicable, as they currently hold in the Performance Money Market Fund or the Performance U.S. Treasury Money Market Fund.
Who will bear the costs of the Reorganizations?
The Performance Funds and the Federated Funds will not bear any expenses associated with their participation in the Reorganizations, and all expenses incurred by Performance Funds and Federated Funds would be paid by the Performance Funds Adviser or Federated, or their respective affiliates, except that the Federated Funds will bear expenses associated with the qualification of their shares for sale in various states on an as incurred basis, and to the extent that the Performance Funds or Federated Funds dispose of portfolio securities in connection with the consummation of the proposed Reorganizations, the Funds may incur transaction expenses associated with the sale and purchase of such securities.
Are the Reorganizations expected to be tax-free for shareholders?
The Reorganizations are intended to be structured as tax-free reorganizations under the Code, which generally would be a preferable tax result for shareholders as compared to a liquidation of the Performance Funds.
Performance Money Market Fund - Federated Prime Obligations Fund
Investment Objective
The investment objective of the Performance Money Market Fund is as high a level of current income as is consistent with preservation of capital and liquidity. The investment objective of the Federated Prime Obligations Fund is to provide current income consistent with stability of principal.
Performance U.S. Treasury Money Market Fund - Federated U.S. Treasury Cash Reserves
Investment Objective
The investment objective of Performance U.S. Treasury Money Market Fund is as high a level of current income as is consistent with liquidity and maximum safety of principal. The investment objective of Federated U.S. Treasury Cash Reserves is current income consistent with stability of principal and liquidity.
Performance Strategic Dividend Fund - Federated Strategic Value Dividend Fund
Investment Objective
The Performance Strategic Dividend Fund’s investment objective is a high level of current income and long term growth of income consistent with preservation of capital. The Performance Strategic Dividend Fund’s investment objective is non-fundamental and may be changed by the Performance Funds Board without shareholder approval. The Federated Strategic Value Dividend Fund’s investment objective is to provide income and long-term capital appreciation. The Federated Strategic Value Dividend Fund’s investment objective is fundamental and may not be changed by the Federated Funds Board without shareholder approval.
Performance Large Cap Equity Fund - Federated Capital Appreciation Fund
Investment Objective
The Performance Large Cap Equity Fund’s investment objective is to provide long-term capital appreciation. Income generation is a secondary consideration of the Performance Large Cap Equity Fund. The Federated Capital Appreciation Fund’s investment objective is to provide capital appreciation.
Performance Leaders Equity Fund - Federated Mid Cap Growth Strategies Fund
Investment Objective
The investment objective of the Performance Leaders Equity Fund is long-term capital appreciation. The Performance Leaders Equity Fund’s investment objective is non-fundamental and may be changed by the Performance Funds Board without shareholder approval. The investment objective of the Federated Mid Cap Growth Strategies Fund is appreciation of capital. The investment objective of the Federated Mid Cap Growth Strategies Fund is fundamental and may not be changed by the Federated Funds Board without shareholder approval.
Performance Mid Cap Equity Fund - Federated Mid Cap Growth Strategies Fund
Investment Objective
The investment objective of the Performance Mid Cap Equity Fund is growth of capital by attempting to outperform the Standard and Poors MidCap 400 Index (“S&P MidCap 400 Index”). The investment objective of the Federated Mid Cap Growth Strategies Fund is appreciation of capital.
Performance Intermediate Term Income Fund - Federated Total Return Bond Fund
Investment Objective
The Performance Intermediate Term Income Fund’s investment objective is a high level of current income. Total return, within certain parameters, is a secondary consideration of the Performance Intermediate Term Income Fund. The Federated Total Return Bond Fund’s investment objective is to provide total return.
Performance Short Term Government Income Fund - Federated U.S. Government Securities Fund: 1-3 Years
Investment Objective
The investment objective for the Performance Short Term Government Income Fund is as high a level of current income as is consistent with limiting the risk of potential loss. The investment objective of Federated U.S. Government Securities Fund: 1-3 Years (“Federated U.S. Government Securities Fund”) is to provide current income.
What was included in the proxy package?
A Notice of Special Meeting of Shareholders, Prospectus, Proxy Statement and a Proxy Ballot.
Is there a number to contact the fund regarding non-proxy related questions?
YES. Performance Funds can be reachedat1-800-PERFORM (1-800-737-3676).
What are shareholders being asked to vote on?
| 1. | For shareholders of the Money Market Fund, to approve or disapprove a proposed Agreement and Plan of Reorganization pursuant to which Federated Prime Obligations Fund, a portfolio of Money Market Obligations Trust, would acquire all or substantially all of the assets of the Money Market Fund in exchange for Trust Shares of Federated Prime Obligations Fund to be distributed pro rata by theMoney Market Fund to shareholders of its Class A Shares, and for Service Shares of Federated PrimeObligations Fund to be distributed pro rata by the Money Market Fund to shareholders of itsInstitutional Class, in complete liquidation, dissolution and termination of the Money Market Fund; |
| 2. | For shareholders of the U.S. Treasury Money Market Fund, to approve or disapprove a proposedAgreement and Plan of Reorganization pursuant to which Federated U.S. Treasury Cash Reserves, aportfolio of Money Market Obligations Trust, would acquire all or substantially all of the assets of theU.S. Treasury Money Market Fund, in exchange for Service Shares of Federated U.S. Treasury CashReserves to be distributed pro rata by the U.S. Treasury Money Market Fund to shareholders of itsInstitutional Class, in complete liquidation, dissolution and termination of the U.S. Treasury MoneyMarket Fund; |
| 3. | For shareholders of the Strategic Dividend Fund, to approve or disapprove a proposed Agreement andPlan of Reorganization pursuant to which Federated Strategic Value Dividend Fund, a portfolio ofFederated Equity Funds, would acquire all or substantially all of the assets of the Strategic DividendFund, in exchange for Class A Shares of Federated Strategic Value Dividend Fund, to be distributedpro rata by the Strategic Dividend Fund to shareholders of its Class A Shares, and for InstitutionalShares of Federated Strategic Value Dividend Fund to be distributed pro rata by the Strategic DividendFund to shareholders of its Institutional Class, in complete liquidation, dissolution and termination ofthe Strategic Dividend Fund; |
| 4. | For shareholders of the Large Cap Equity Fund, to approve or disapprove a proposed Agreement andPlan of Reorganization pursuant to which Federated Capital Appreciation Fund, a portfolio ofFederated Equity Funds, would acquire all or substantially all of the assets of the Large Cap EquityFund, in exchange for Class A Shares of Federated Capital Appreciation Fund to be distributed prorata by the Large Cap Equity Fund to shareholders of its Class A Shares and Class B Shares, and forInstitutional Shares of Federated Capital Appreciation Fund to be distributed pro rata by the Large CapEquity Fund to shareholders of its Institutional Class, in a complete liquidation, dissolution andtermination of the Large Cap Equity Fund; |
| 5. | For shareholders of the Leaders Equity Fund, to approve or disapprove a proposed Agreement and Planof Reorganization pursuant to which Federated Mid Cap Growth Strategies Fund, a portfolio ofFederated Equity Funds, would acquire all or substantially all of the assets of the Leaders Equity Fund,in exchange for Class A Shares of Federated Mid Cap Growth Strategies Fund to be distributed prorata by the Leaders Equity Fund to shareholders of its Class A Shares and Class B Shares, and forInstitutional Shares of Federated Mid Cap Growth Strategies Fund to be distributed pro rata by theLeaders Equity Fund to shareholders of its Institutional Class, in a complete liquidation, dissolutionand termination of the Leaders Equity Fund; |
| 6. | For shareholders of the Mid Cap Equity Fund, to approve or disapprove a proposed Agreement andPlan of Reorganization pursuant to which Federated Mid Cap Growth Strategies Fund, a portfolio ofFederated Equity Funds, would acquire all or substantially all of the assets of the Mid Cap EquityFund, in exchange for Class A Shares of Federated Mid Cap Growth Strategies Fund to be distributedpro rata by the Mid Cap Equity Fund to shareholders of its Class A Shares and Class B Shares, and forInstitutional Shares of Federated Mid Cap Growth Strategies Fund to be distributed pro rata by theMid Cap Equity Fund to shareholders of its Institutional Class, in a complete liquidation, dissolutionand termination of the Mid Cap Equity Fund; |
| 7. | For shareholders of the Intermediate Term Income Fund, to approve or disapprove a proposedAgreement and Plan of Reorganization pursuant to which Federated Total Return Bond Fund, aportfolio of Federated Total Return Series, Inc., would acquire all or substantially all of the assets ofthe Intermediate Term Income Fund, in exchange for Class A Shares of Federated Total Return BondFund to be distributed pro rata by the Intermediate Term Income Fund to shareholders of its Class AShares, and for Service Shares of Federated Total Return Bond Fund to be distributed pro rata by theIntermediate Term Income Fund to shareholders of its Institutional Class, in a complete liquidation,dissolution and termination of the Intermediate Term Income Fund; |
| 8. | For shareholders of the Short Term Government Income Fund, to approve or disapprove a proposedAgreement and Plan of Reorganization pursuant to which Federated U.S. Government Securities Fund:1-3 Years would acquire all or substantially all of the assets of the Short Term Government IncomeFund, in exchange for Service Shares of Federated U.S. Government Securities Fund: 1-3 Years to bedistributed pro rata by the Short Term Government Income Fund to shareholders of its Class A Sharesand InstitutionalClass, in a complete liquidation, dissolution and termination of the Short TermGovernment Income Fund; |
PHONE: To cast your vote by telephone with a proxy specialist, call the toll-free numberand provide the representative with thecontrol number found on your proxy card. Representatives are available to take your voting instructions Monday through Friday 9:00 a.m. to 10:00 p.m. Eastern Time.
MAIL: To vote your proxy by mail, check the appropriate voting box on the reverse side of this proxy card, sign and date the card and return it in the enclosed postage-paid envelope.
TOUCH-TONE: To cast your vote via a touch-tone voting line, call the toll-free number and enter thecontrol number found on your proxy card.
INTERNET: To vote via the Internet, go to the website on your proxy card and enter thecontrol numberfound on the proxy card.
Proxy Materials Available Online At:www.proxyonline.com/docs/PerformanceFunds.pdf
NAME OF FUND | CUSIP | CLASS | TICKER |
Performance Money Market Fund | 713756104 | Class A Shares | PTCXX |
Performance Money Market Fund | 713756203 | Institutional Class | PTIXX |
Performance Money Market Fund | 9999228T7 | Class A Shares | |
Performance Money Market Fund | 9999258T0 | Institutional Class | |
Performance U.S. Treasury Money Market Fund | 713756658 | Institutional Class | PTUXX |
Performance Short Term Government Fund | 713756302 | Class A Shares | PFSFX |
Performance Short Term Government Fund | 713756401 | Institutional Class | PFSIX |
Performance Intermediate Term Income Fund | 713756500 | Class A Shares | PFFCX |
Performance Intermediate Term Income Fund | 713756609 | Institutional Class | PFFIX |
Performance Strategic Dividend Fund | 713756674 | Class A Shares | PSDHX |
Performance Strategic Dividend Fund | 713756666 | Institutional Class | PSDFX |
Performance Large Cap Equity Fund | 713756708 | Class A Shares | PFECX |
Performance Large Cap Equity Fund | 713756799 | Class B Shares | PFEBX |
Performance Large Cap Equity Fund | 713756807 | Institutional Class | PFEQX |
Performance Mid Cap Equity Fund | 713756880 | Class A Shares | PCGCX |
Performance Mid Cap Equity Fund | 713756815 | Class B shares | PCGBX |
Performance Mid Cap Equity Fund | 713756872 | Institutional Class | PCGIX |
Performance Leaders Equity Fund | 713756773 | Class A Shares | PILZX |
Performance Leaders Equity Fund | 713756765 | Class B Shares | PILGX |
Performance Leaders Equity Fund | 713756757 | Institutional Class | PILEX |
A prospectus/proxy statement with respect to the proposed transaction has been mailed to shareholders and filed with the Securities and Exchange Commission (SEC). Investors are urged to read the prospectus/proxy statement because it contains important information. The prospectus/proxy statement and other relevant documents are available free of charge on the SEC’s Web site atwww.sec.gov or by calling 1-800-341-7400.