0000894189-23-003662.txt : 20230511 0000894189-23-003662.hdr.sgml : 20230511 20230510181004 ACCESSION NUMBER: 0000894189-23-003662 CONFORMED SUBMISSION TYPE: POS EX PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20230511 DATE AS OF CHANGE: 20230510 EFFECTIVENESS DATE: 20230511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KINETICS MUTUAL FUNDS INC CENTRAL INDEX KEY: 0001083387 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS EX SEC ACT: 1933 Act SEC FILE NUMBER: 333-78275 FILM NUMBER: 23908078 BUSINESS ADDRESS: STREET 1: 470 PARK AVENUE SOUTH CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 914-703-6900 MAIL ADDRESS: STREET 1: 470 PARK AVENUE SOUTH CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: MEDICAL FUND & THE CURE FOR CANCER INC DATE OF NAME CHANGE: 19990406 POS EX 1 kmfposami79.htm KMF POS EX KMF POS AMI 79

Filed with the U.S. Securities and Exchange Commission on May 10, 2023
1933 Act Registration File No. 333-78275
1940 Act File No. 811-09303

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N 1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 79

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 80
(Check appropriate box or boxes.)

KINETICS MUTUAL FUNDS, INC.
(Exact Name of Registrant as Specified in Charter)
470 Park Avenue South New York, NY 10016
(Address and Zip Code of Principal Executive Offices)
1-800-930-3828
Registrant’s Telephone Number, including Area Code

Jay Kesslen
470 Park Avenue South New York, NY 10016
(Name and Address of Agent for Service) With a copy to:
Michael P. Malloy, Esq.
Faegre Drinker Biddle & Reath LLP One Logan Square
18th and Cherry Streets Philadelphia, PA 19103-6996

This post-effective amendment will become effective immediately pursuant to Rule 462(d).

EXPLANATORY NOTE

This Post-Effective Amendment No. 79 to the Registration Statement on Form N-1A (File No. 333-78275) of Kinetics Mutual Funds, Inc. (the “Registration Statement”) is being filed pursuant to Rule 462(d) under the Securities Act of 1933, as amended (the “Securities Act”), solely for the purpose of filing exhibits to the Registration Statement. Accordingly, this Post-Effective Amendment No. 79 consists only of a facing page, this explanatory note, Part C of the Registration Statement, and exhibits (j)(1) and (n), filed pursuant to Item 28 of the Registration Statement. This Post-Effective Amendment No. 79 does not modify any other part of the Registration Statement. Pursuant to Rule 462(d) under the Securities Act, this Post-Effective Amendment No. 79 shall become effective immediately upon filing with the Securities and Exchange Commission (the “SEC”). Parts A and B of the Registration Statement, which were filed on April 28, 2023, are hereby incorporated by reference.



KINETICS MUTUAL FUNDS, INC.
PART C
OTHER INFORMATION

ITEM 28.    EXHIBITS

(a)
Articles of Incorporation
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(b)
(c)
(d)
Investment Advisory Agreements.
(1)
(1)(i)
(2)


(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
(12)
(13)
(14)
(e)
Underwriting Contracts
(1)
(1)(i)
(1)(ii)


(2)
(2)(i)
(2)(ii)
(f)
Bonus or Profit Sharing Contracts. Not applicable.
(g)
Custodian Agreements
(1)
(1)(i)
(1)(ii)
(h)
Other Material Contracts
(1)
(1)(i)
(1)(ii)
(1)(iii)
(2)
(2)(i)
(2)(ii)


(2)(iii)
(3)
(3)(i)
(3)(ii)
(3)(iii)
(4)
(4)(i)
(4)(ii)
(5)
(5)(i)
(5)(ii)
(5)(iii)


(6)
(7)
(i)
Legal Opinions.
(1)
(2)
(3)
(4)
(5)
(j)
Other Opinions.
(1)
(2)
(k)
Omitted Financial Statements. Not applicable.
(l)
(m)
Rule 12b-1 Plans.
(1)
(1)(i)
(1)(ii)
(2)
(2)(i)
(2)(ii)
(n)
(o)
Reserved.
(p)
Code of Ethics.



ITEM 29.    PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
    Registrant is controlled by its Board of Directors.

ITEM 30.    INDEMNIFICATION
    Reference is made to the Ninth paragraph of Registrant’s Articles of Amendment and Restatement, Article VIII of Registrant’s Amended and Restated By-Laws, and Paragraph 10(a) of the Distribution Agreement between Registrant and Kinetics Funds Distributor, LLC. With respect to the Registrant, the general effect of these provisions is to indemnify any person (trustee, director, officer, employee or agent, among others) who was or is a party to any proceeding by reason of their actions performed in their official or duly authorized capacity on behalf of the Company. With respect to Kinetics Funds Distributor, LLC, the general effect of the relevant provisions is to indemnify those entities for claims arising out of any untrue statement or material fact contained in the Funds’ Registration Statement, reports to shareholders or advertising and sales literature.

    Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Registrant, the Registrant has been advised that, in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

ITEM 31.    BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER:
    Horizon Kinetics Asset Management LLC is an investment adviser registered under the Investment Advisers Act of 1940, as amended. Information regarding the business, vocation or employment of a substantial nature of the Adviser and its officers is incorporated by reference to the information contained in Statement of Additional Information of this Registration Statement.



ITEM 32.    PRINCIPAL UNDERWRITERS:

(a) As of the date of this filing, Kinetics Funds Distributor, LLC (“KFD”), Distributor for shares of the Registrant, also serves as the private placement agent for Kinetics Portfolios Trust.

(b) To the best of Registrant’s knowledge, the directors and executive officers of KFD are as follows:

Name and Principal
Business Address		Position and Offices with Kinetics Funds Distributor, LLCPositions and Offices with Registrant
Jay Kesslen
470 Park Avenue South
New York, New York 10016		General Counsel, SVP, AML OfficerVice President, Assistant Secretary and AML Officer
Francine Pollack
470 Park Avenue South
New York, New York 10016		Chief Compliance Officer and Designated PrincipalN/A
Leonid Polyakov
470 Park Avenue South
New York, New York 10016		DirectorTrustee, Treasurer

(c) None.

ITEM 33.    LOCATION OF ACCOUNTS AND RECORDS:
All accounts and records required to be maintained by Section 31(a) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), and Rules 31a‑1 through 31a-3 promulgated thereunder are maintained at the following locations:

Records Relating to:
Are located at:
Registrant’s fund accountant, administrator and transfer agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI 53202
Registrant’s investment adviser
Horizon Kinetics Asset Management LLC
470 Park Avenue South
New York, NY 10016
Registrant’s custodian
U.S. Bank N.A.
1555 N. RiverCenter Drive, Suite 302
Milwaukee, WI 53212

ITEM 34.    MANAGEMENT SERVICES:
    Not applicable.

ITEM 35.    UNDERTAKINGS:
    Not applicable.


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the Investment Company Act, the Registrant, Kinetics Mutual Funds, Inc. has duly caused this Post-Effective Amendment No. 79 to its Registration Statement to be signed below on its behalf by the undersigned, duly authorized, in the City of New York and State of New York, on the 10th day of May, 2023.

KINETICS MUTUAL FUNDS, INC.

/s/ Peter B. Doyle*    
Peter B. Doyle, President

Pursuant to the requirements of the Securities Act, this Post-Effective Amendment No. 79 to its Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.
NAMETITLEDATE
Peter B. Doyle* Director, President,May 10, 2023
Peter B. DoyleChairman of the Board
Douglas Cohen* DirectorMay 10, 2023
Douglas Cohen
William J. Graham* DirectorMay 10, 2023
William J. Graham
Steven T. Russell* DirectorMay 10, 2023
Steven T. Russell
Murray Stahl* Director and SecretaryMay 10, 2023
Murray Stahl
Joseph E. Breslin* DirectorMay 10, 2023
Joseph E. Breslin
James Breen* DirectorMay 10, 2023
James M. Breen
Leonid Polyakov* Director and TreasurerMay 10, 2023
Leonid Polyakov
*By: /s/ Jay Kesslen
Attorney-In-Fact pursuant to the Power of Attorney.



Resolution of the Board of Directors of Kinetics Mutual Funds, Inc. (the “Company”)

RESOLVED, that the officers of the Company who may be required to execute any amendments to the Company’s Registration Statement be, and each hereby is, authorized to execute a power of attorney appointing Jay Kesslen, their true and lawful attorney, to execute in their name, place and stead, in their capacity as Director or officer of the Company, any and all amendments to the Company’s Registration Statements, and all instruments necessary or incidental in connection therewith, and to file the same with the Securities and Exchange Commission; and said attorney shall have the power to act thereunder and shall have full power of substitution and resubstitution; and to do and perform in their name and on their behalf, in any and all capacities, every act whatsoever requisite or necessary to be done in the premises, as fully and to all intents and purposes as they might or could do in person, said acts of said attorney, being hereby ratified and approved.

The foregoing is certified as the true and correct resolution of the Board of Directors of the Company, duly adopted on March 6, 2020 and reapproved on March 10, 2023.



/s/ Jay Kesslen_______
Jay Kesslen
Assistant Secretary and Vice President of the Company

Dated: March 10, 2023



Exhibit Index
Exhibit No.
Description
(j)(1)
(n)

 EX-99.(J)(I) 2 kmfconsent-annualupdate202.htm EX-99.(J)(I) CONSENT OF COUNSEL Document


(j)(1)

CONSENT OF COUNSEL

We hereby consent to (i) the use of our name and to the reference to our Firm under the caption “Counsel and Independent Registered Public Accounting Firm” in the Prospectuses that are included in Post-Effective Amendment No. 78 (“PEA No. 78”) to the Registration Statement (No. 333-78275; 811-09303) on Form N-1A under the Securities Act of 1933, as amended, and Post-Effective Amendment No. 79 under the Investment Company Act of 1940, as amended, of Kinetics Mutual Funds, Inc. (the “Registration Statement”), and (ii) the use and incorporation by reference in Post-Effective Amendment No. 79 to the Registration Statement and in PEA No. 78 of (v) our Firm’s opinion and consent of counsel filed as Exhibit (i)(5) to Post-Effective Amendment No. 66 to the Registration Statement; (w) our Firm’s opinion and consent of counsel filed as Exhibit (i)(4) to Post-Effective Amendment No. 28 to the Registration Statement; (x) our Firm’s opinion and consent of counsel filed as Exhibit (i)(3) to Post-Effective Amendment No. 24 to the Registration Statement; (y) our Firm’s opinion and consent of counsel filed as Exhibit (i)(2) to Post-Effective Amendment No. 22 to the Registration Statement and (z) our Firm’s opinion and consent of counsel filed as Exhibit (i)(1) to Post-Effective Amendment No. 15 to the Registration Statement. In giving such consent, however, we do not admit that we are within the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and regulations of the Securities and Exchange Commission thereunder.

/s/ FAEGRE DRINKER BIDDLE & REATH LLP
Faegre Drinker Biddle & Reath LLP

Philadelphia, Pennsylvania
May 10, 2023




 EX-99.(N) 3 kinetics18f-3plan2023.htm EX-99.(N) RULE 18F-3 PLAN Document

KINETICS MUTUAL FUNDS, INC. AMENDED MULTIPLE CLASS PLAN

This Multiple Class Plan ("Plan") is adopted by KINETICS MUTUAL FUNDS, INC. ("Company"), a Maryland corporation, with respect to the classes of shares (individually a "Class" and together "Classes") of the series of the Company ("Funds") set forth in the exhibits hereto.

1.    Purpose

This Plan is adopted pursuant to Rule 18f-3 under the Investment Company Act of 1940, as amended, so as to allow the Company to issue more than one Class of shares of any or all of the Funds in reliance on Rule 18f-3 and to make payments as contemplated herein.

2.    Separate Arrangements/Class Differences

a)    Designation of Classes: The Funds set forth in Exhibit A may offer one or more Classes of shares as follows: No Load Class Shares, Advisor Class A Shares, Advisor Class C Shares and Institutional Class Shares.

b)    Sales Load, Rule 12b-1 Distribution Plan. Shareholder Serving Fee and Redemption Fee: No Load Class Shares are not subject to a sales load or a Rule 12b- l fee. Advisor Class A Shares are subject to a front-end sales load as described in the Prospectus and a Rule 12b-l fee of up to 0.50% of the average daily net assets of Advisor Class A Shares. Advisor Class C Shares are subject to a Rule 12b-1 fee of up to 1.00% of the average daily net assets of Advisor Class C Shares. No Load Class, Advisor Class A Shares and Advisor Class C Shares are subject to a shareholder servicing fee of 0.25% of the average daily net asset value of such shares. Institutional Class Shares are subject to a shareholder servicing fee of 0.20% of the average daily net asset value of such shares. No Load Class Shares, Advisor Class A Shares, Advisor Class C Shares and Institutional Class Shares are subject to a 2.00% fee on the redemption or exchange of shares held for less than thirty days.

c)    Distribution of Shares: No Load Class Shares and Advisor Classes A and C Shares are sold primarily to individuals who purchase shares through Kinetics Funds Distributor LLC. Institutional Class Shares are sold primarily to institutions such as banks, trust companies, thrift institutions, corporations and mutual funds that are purchasing shares on their own behalf or on behalf of discretionary and non-discretionary accounts for which they may receive account level asset-based management fees. Quantity discounts, accumulated purchases, concurrent purchases, purchases in conjunction with a letter of intent, reinstatement privileges, systematic withdrawal and purchases at net asset value as they relate to Advisor Classes A and C Shares, are as described in the applicable Prospectus.

d)    Minimum Investment Amounts: The minimum initial investment in No Load Class Shares, Advisor Class A Shares and Advisor Class C Shares is $2,500. The minimum initial investment in the Institutional Class is generally $1,000,000, subject to waivers by the Advisor in accordance with the terms of the Funds’ prospectuses.

e)    Voting Rights: Shareholders of each Class are entitled to one vote for each share held on the record date for any action requiring a vote by the shareholders and a proportionate fractional vote for each fractional vote held. Shareholders of the Company will vote in the aggregate and not by Fund or Class except (i) as otherwise expressly required by law or when the Directors determine that the matter to be voted upon affects only the interests of the shareholders of a particular Fund or Class, and (ii) only holders of Advisor Classes A and C Shares will be entitled to vote on matters submitted to shareholder vote with respect to the Rule 12b- l Plan applicable to such Class.

3.    Expense Allocations

Expenses that are treated as class expenses under the Plan will be borne by the Fund's respective share classes. Fund expenses will be allocated daily to the respective share classes in accordance with Rule 18f-3(c) as now or hereafter in effect, subject to the oversight of the Board of Directors.



4.    Exchange Features

Shareholders of a Fund may, to the extent provided from time to time in the Company’s registration statement, exchange shares of a particular Class of a Fund for (i) shares of the same Class in another Fund or (ii) shares of a different Class of the same or different Fund, each at the relative net asset values of the respective shares to be exchanged, provided further, that the shares to be acquired in the exchange are, as may be necessary, registered under the Securities Act of 1933, as amended, qualified for sale in the shareholder’s state of residence and subject to applicable requirements.

5.    Conversion Feature

Effective April 30, 2021, Advisor Class C Shares shall automatically convert to Advisor Class A shares of the same Fund on the basis of relative net asset values on the third business day of the month following the eight year anniversary of the month on which the purchase order was accepted, without the imposition of any sales charges, fee or other charge as set forth in such Fund’s current prospectus. Advisor Class C Shares purchased through the reinvestment of dividends and other distributions on Advisor Class C Shares will convert to Advisor Class A shares of the same Fund in the same percentage as the amount of Class C Shares otherwise converted.

6.    Effectiveness

This Plan shall become effective with respect to each Class (a) to the extent required by Rule 18f-3, after approval by a majority vote of: (i) the Company's Board of Directors; (ii) the members of the Board of the Company who are not interested persons of the Company and have no direct or indirect financial interest in the operation of the Company's Plan, and (b) upon execution of an exhibit adopting this Plan with respect to such Class, unless a later effective date is otherwise specified.















EXHIBIT A
to the

KINETICS MUTUAL FUNDS, INC. MULTIPLE CLASS PLAN


Fund Name                                    Advisor Classes
The Internet FundNo LoadAC— 
The Global FundNo LoadAC— 
The Paradigm FundNo LoadACInstitutional
The Small Cap Opportunities FundNo LoadACInstitutional
The Market Opportunities FundNo LoadACInstitutional
The Multi-Disciplinary Income FundNo Load———
The Spin-off and Corporate Restructuring FundNo LoadACInstitutional




This Multiple Class Plan is adopted by Kinetics Mutual Funds, Inc. with respect to the Classes of Shares of the series of Kinetics Mutual Funds, Inc. as set forth above.

WITNESS the due execution hereof this March 10, 2023.

Updated and approved by the Boards on: March 12, 2003, October 1, 2004, December 9, 2005, March 5, 2007, December 6, 2007, December 18, 2009, March 27, 2015, June 9, 2017, June 14, 2018, March 30, 2021 and March 10, 2023.