As filed with the Securities and Exchange Commission on March 15, 2002
Securities Act File No. 333-12075
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-14
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. 1
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Post-Effective Amendment No.
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KOBREN INSIGHT FUNDS
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(Exact Name of Registrant as Specified in Charter)
(617) 535-0525
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(Area Code and Telephone Number)
20 William Street, Suite 310, Wellesley Hills, Massachusetts 02181
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(Address of Principal Executive Offices: Number, Street, City, State, Zip Code)
Name and Address of Agent for Service: Copies to:
Gail A. Hanson, Esq. Michelle H. Rhee, Esq.
Kobren Insight Funds Hale and Dorr LLP
101 Federal Street, 6th Floor 60 State Street
Boston, MA 02110 Boston, MA 02109
Title of Securities Being Registered:
Shares of beneficial interest, par value $.001 per share
No filing fee is due because an indefinite number of shares has previously
been registered pursuant to Rule 24f-2 under the Investment Company Act of 1940.
This Registration Statement relates to shares previously registered on Form
N-1A (File Nos. 333-12075, 811-07813).
Approximate Date of Proposed Public Offering:
As soon as practicable after this Registration Statement becomes effective.
There are no amendments to the Registration Statement on Form N-14 filed on
February 15, 2002; that form of Registration Statement is hereby incorporated by
reference in its entirety. The purpose of this Pre-Effective Amendment No. 1 is
to state the effectiveness of the Registration Statement filed on February 15,
2002 will be March 18, 2002.
PART C:
OTHER INFORMATION
Item 15. Indemnification.
The response to this Item 15 is incorporated by reference to Item 27 of
Pre-Effective Amendment No. 1 (Accession No. 0000927405-96-000432) to the
Registrant's Registration Statement on Form N-1A as filed with the SEC on
November 8, 1996.
Item 16. Exhibits.
(1)(a)(i) Declaration of Trust is incorporated by reference to Exhibit 1 of
the Registrant's Registration Statement on Form N-1A (File Nos.
333-12075, 811-07813) as filed with the SEC on September 16, 1996
(Accession No. 0000927405-96-000374)(the "Form N-1A Registration
Statement").
(a)(ii) Amendment to the Declaration of Trust on behalf of Kobren Delphi
Value Fund is incorporated by reference to Exhibit 23(a) of
Post-Effective Amendment No. 9 to the Form N-1A Registration
Statement as filed with the SEC on December 17, 1998 (Accession No.
0000927405-98-000378) ("Post-Effective Amendment No. 9").
(2) By-Laws are incorporated by reference to Exhibit 2 of the Form N-1A
Registration Statement.
(3) Not Applicable.
(4) Form of Agreement and Plan of Reorganization is filed herewith as
Exhibit A to Part A of this Registration Statement.
(5) Not Applicable.
(6)(a) Investment Advisory Agreement with Kobren Insight Management, Inc. dated
November 15, 1996 is incorporated by reference to Exhibit 5 of
Post-Effective Amendment No. 2 to the Form N-1A Registration Statement
filed with the SEC on April 22, 1998 (Accession No.
0000927405-98-000133) ("Post-Effective Amendment No. 2").
(b) Amendment to Investment Advisory Agreement with Kobren Insight
Management, Inc. on behalf of Kobren Delphi Value Fund is incorporated
by reference to Exhibit 23(d) of Post-Effective Amendment No. 9.
(c) Form of Amendment to Investment Advisory Agreement with Kobren Insight
Management, Inc. on behalf of Kobren Growth Fund and Kobren Moderate
Growth Fund is incorporated by reference to Exhibit (d) of
Post-Effective Amendment No. 12 to the Form N-1A Registration Statement
filed with the SEC on April 30, 1999 (Accession No.
0000927405-99-000161) ("Post-Effective Amendment No. 12").
(d) Subadvisory Agreement with Delphi Management, Inc. on behalf of Kobren
Delphi Value Fund is incorporated by reference to Exhibit 23(d) of
Post-Effective Amendment No. 9.
(7)(a) Distribution Agreement with Kobren Insight Brokerage, Inc. dated
November 15, 1996 is incorporated by reference to Exhibit 6 of
Post-Effective Amendment No. 2.
(b) Amendment to Distribution Agreement with Kobren Insight Brokerage, Inc.
on behalf of Kobren Delphi Value Fund is incorporated by reference to
Exhibit 23(e) of Post-Effective Amendment No. 9.
(c) Form of Amendment to Distribution Agreement with Kobren Insight
Brokerage, Inc. on behalf of Kobren Growth Fund is incorporated by
reference to Exhibit (e) of Post-Effective Amendment No. 12.
(8) Not Applicable.
(9)(a) Custody Agreement with Boston Safe Deposit and Trust Company dated
November 18, 1996 is incorporated by reference to Exhibit 8(a) of
Post-Effective Amendment No. 2.
(b) Amendment to Custody Agreement with Boston Safe Deposit and Trust
Company dated January 8, 1998 is incorporated by reference to Exhibit
8(b) of Post-Effective Amendment No. 2.
(c) Sub-Custodian Agreement with Boston Safe Deposit and Trust Company and
National Financial Services Corporation dated January 8, 1998 is
incorporated by reference to Exhibit 8(c) of Post-Effective Amendment
No. 2.
(d) Amendment to Custody Agreement with Boston Safe Deposit and Trust
Company on behalf of Kobren Delphi Value Fund dated October 8, 1998 is
incorporated by reference to Exhibit 23(g) of Post-Effective Amendment
No. 5 to the Form N-1A Registration Statement as filed with the SEC on
October 27, 1998 (Accession No. 0000927405-97-000313) ("Post-Effective
Amendment No. 5").
(10)(a) Plan of Distribution pursuant to Rule 12b-1 on behalf of the Kobren
Delphi Value Fund is incorporated by reference to Exhibit 23(m) of
Post-Effective Amendment No. 5.
(b) Plan pursuant to Rule 18f-3 on behalf of Kobren Delphi Value Fund is
incorporated by reference to Exhibit 23(o) of Post-Effective Amendment
No. 5.
(11) Not Applicable.
(12) Not Applicable.
(13)(a) Transfer Agency Agreement with First Data Investor Services Group, Inc.
dated November 15, 1996 is incorporated by reference to Exhibit 9(a) of
Post-Effective Amendment No. 1 to the Form N-1A Registration Statement
as filed with the SEC on June 13, 1997 (Accession No.
0000927405-97-000202) ("Post-Effective Amendment No. 1").
(b) Amendment to Transfer Agency Agreement with First Data Investor Services
Group, Inc. dated June 30, 1998 is incorporated by reference to Exhibit
9(b) of Post-Effective Amendment No. 3 to the Form N-1A Registration
Statement as filed with the SEC on September 4, 1998 (Accession No.
0000927405-98-000293) ("Post-Effective Amendment No. 3").
(c) Amendment to Transfer Agency Agreement with First Data Investor Services
Group, Inc. on behalf of Kobren Delphi Value Fund is incorporated by
reference to Exhibit 23(h) of Post-Effective Amendment No. 9.
(d) Administration Agreement with First Data Investor Services Group, Inc.
dated November 15, 1996 is incorporated by reference to Exhibit 9(b) of
Post-Effective Amendment No. 1.
(e) Amendment to Administration Agreement with First Data Investor Services
Group, Inc. on behalf of Kobren Delphi Value Fund is incorporated by
reference to Exhibit 23(h) of Post-Effective Amendment No. 9.
(14) Consents of Independent Accountants is filed herewith.
(15) Not Applicable.
(16) Power of attorney is filed herewith.
Item 17. Undertakings.
(1) The undersigned Registrant agrees that prior to any public reoffering of the
securities registered through the use of a prospectus which is part of this
registration statement by any person or party which is deemed to be an
underwriter within the meaning of Rule 145(c) under the Securities Act of 1933,
the reoffering prospectus will contain the information called for by the
applicable registration form for reofferings by persons who may be deemed
underwriters, in addition to the information called for by the other items of
the applicable form.
(2) The undersigned Registrant agrees that every prospectus that is filed under
paragraph (1) above will be filed as part of an amendment to the registration
statement and will not be used until the amendment is effective, and that, in
determining any liability under the Securities Act of 1933, each post-effective
amendment shall be deemed to be a new registration statement for the securities
offered therein, and the offering of the securities at that time shall be deemed
to be the initial bona fide offering of them.
(3) The undersigned Registrant hereby undertakes to file an executed tax opinion
of counsel as a post-effective amendment to its registration statement on or
after the reorganization closing date.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant, KOBREN INSIGHT FUNDS, has duly caused this Registration Statement on
Form N-14 to be signed on its behalf by the undersigned, duly authorized, in the
City of Wellesley, and Commonwealth of Massachusetts on the 15th day of
March, 2002.
KOBREN INSIGHT FUNDS
By: /s/ Eric M. Kobren
Eric M. Kobren, President
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement on Form N-14 has been signed below by the following
persons in the capacities and on the dates indicated.
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Signatures Title Date
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/s/ Eric M. Kobren President, Chairman of the Board and Trustee March 15, 2002
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Eric M. Kobren
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/s/ Eric J. Godes Treasurer, Chief Financial Officer and Chief March 15, 2002
- ----------------------- Accounting Officer
Eric J. Godes
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Edward B. Bloom* Trustee March 15, 2002
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Edward B. Bloom
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Michael P. Castellano* Trustee March 15, 2002
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Michael P. Castellano
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Arthur Dubroff* Trustee March 15, 2002
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Arthur Dubroff
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Robert I. Goldfarb* Trustee March 15, 2002
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Robert I. Goldfarb
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Stuart J. Novick* Trustee March 15, 2002
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Stuart J. Novick
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* By: /s/ Eric J. Godes
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Eric J. Godes
Attorney-in-Fact
EXHIBIT INDEX
Exhibit
Number Description
(14) Consents of Independent Accountants
(16) Power of attorney