DEFA14A 1 vivaldi_defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITATION MATERIALS
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.    )

Filed by the Registrant  ☒
Filed by a Party other than the Registrant  ☐
Check the appropriate box:
☐ Preliminary Proxy Statement.
☐ Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)).
☐ Definitive Proxy Statement.
☐ Definitive Additional Materials.
☒ Soliciting Material Pursuant to § 240.14a-12.

ADVISORS SERIES TRUST
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
☒ No fee required.
☐ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1)
Title of each class of securities to which transaction applies:


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Aggregate number of securities to which transaction applies:


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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):


(4)
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Total fee paid:


☐ Fee paid previously with preliminary materials:

☐ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously.  Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:


(2) Form, Schedule or Registration Statement No.:


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Date Filed:




November 22, 2016
Dear Valued Shareholder,
We still need your help.  Thank you for being an investor in the Vivaldi Orinda Macro Opportunities Fund (the “Fund”).  A special meeting of shareholders of your Fund is scheduled to be held on Monday, December 5th.  Our records indicate that as of the time of this mailing, we have not yet received your important proxy vote.  We need your proxy vote as soon as possible to allow us to proceed with important business of the Fund.

Please help us by voting today.  Your proxy vote will allow
us to proceed with the important business of the Fund.

What is being voted on?
Shareholders are being asked to approve a proposal to reorganize the Fund into the Vivaldi Multi-Strategy Fund (the “Acquiring Fund”), which is designed to be substantially similar from an investment perspective to the current Fund.  Shareholders are also asked to approve the appointment of Vivaldi Asset Management, LLC as the investment advisor and approve the appointment of RiverNorth Capital Management, LLC as a sub-advisor to the Acquiring Fund.  In addition, shareholders are being asked to approve the Acquiring Fund’s use of “manager of managers” exemptive relief, which it intends to seek from the U.S. Securities and Exchange Commission, to allow Vivaldi and the Board of Trustees to replace sub-advisors to the Acquiring Fund in the future without the cost and time associated with a shareholder meeting.   For more information, please refer to the proxy statement.  Please note:  The total fees and expenses of each class of shares of the Acquiring Fund are expected to be lower than the fees and expenses of each class of shares of the Fund.
How do I vote?
You may cast your vote by telephone with a proxy representative by calling toll-free 1-800-829-6551.  Representatives are available between the hours of 9:00 a.m. and 10:00 p.m. Eastern Time.  In addition, you may refer to the enclosed proxy card for instructions for voting online, via a touchtone voting number, or by mail.  We would be very grateful if you would ensure that your vote is recorded by December 5th.
We very much appreciate your attention to this matter.

Sincerely,



Douglas G. Hess
President
Advisors Series Trust
 
 
 
 
 
 
 


Advisors Series Trust ● Vivaldi Orinda Macro Opportunities Fund
615 East Michigan Street, Milwaukee, Wisconsin, 53202
 
 
NOBO/REG



November 22, 2016
Dear Valued Shareholder,
We still need your help.  Thank you for being an investor in the Vivaldi Orinda Macro Opportunities Fund (the “Fund”).  A special meeting of shareholders of your Fund is scheduled to be held on Monday, December 5th.  Our records indicate that as of the time of this mailing, we have not yet received your important proxy vote.  We need your proxy vote as soon as possible to allow us to proceed with important business of the Fund.

Please help us by voting today.  Your proxy vote will allow
us to proceed with the important business of the Fund.

What is being voted on?
Shareholders are being asked to approve a proposal to reorganize the Fund into the Vivaldi Multi-Strategy Fund (the “Acquiring Fund”), which is designed to be substantially similar from an investment perspective to the current Fund.  Shareholders are also asked to approve the appointment of Vivaldi Asset Management, LLC as the investment advisor and approve the appointment of RiverNorth Capital Management, LLC as a sub-advisor to the Acquiring Fund.  In addition, shareholders are being asked to approve the Acquiring Fund’s use of “manager of managers” exemptive relief, which it intends to seek from the U.S. Securities and Exchange Commission, to allow Vivaldi and the Board of Trustees to replace sub-advisors to the Acquiring Fund in the future without the cost and time associated with a shareholder meeting.   For more information, please refer to the proxy statement.  Please note:  The total fees and expenses of each class of shares of the Acquiring Fund are expected to be lower than the fees and expenses of each class of shares of the Fund.
How do I vote?
You may refer to the enclosed proxy card for instructions for voting online, via a touchtone voting number, or by mail.  We would be very grateful if you would ensure that your vote is recorded by December 5th.  If you have any proxy related questions, please call 1-800-829-6551 for assistance.  Representatives are available between the hours of 9 a.m. and 10 p.m. Eastern Time.
We very much appreciate your attention to this matter.

Sincerely,



Douglas G. Hess
President
Advisors Series Trust


 







Advisors Series Trust ● Vivaldi Orinda Macro Opportunities Fund
615 East Michigan Street, Milwaukee, Wisconsin, 53202
 
 
OBO