Securities Act File No. 333-122917
ICA No. 811- 21720
As filed with the Securities and Exchange Commission on October 9, 2012
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
| Pre-Effective Amendment No. _______ |
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| Post-Effective Amendment No. 423 |
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and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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(Check Appropriate Box or Boxes)
Northern Lights Fund Trust
(Exact Name of Registrant as Specified in Charter)
17605 Wright Street
Omaha, NE 68154-1150
Attention: Michael Miola
(Address of Principal Executive Offices)(Zip Code)
(402) 895-1600
(Registrant's Telephone Number, Including Area Code)
The Corporation Trust Company
Corporate Trust Center
1209 Orange Street
Wilmington, DE 19801
(Name and Address of Agent for Service)
With a copy to:
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JoAnn M. Strasser, Esq. Thompson Hine LLP 41 South High Street, Suite 1700 Columbus, Ohio 43215 614-469-3265 (phone) 513-241-4771 (fax) | James P. Ash, Esq. Gemini Fund Services, LLC 450 Wireless Blvd. Hauppauge, New York 11788 (631) 470-2619 (phone) (631) 813-2884 (fax) |
Approximate Date of Proposed Public Offering:
It is proposed that this filing will become effective (check appropriate box):
(X)
immediately upon filing pursuant to paragraph (b).
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on (date) pursuant to paragraph (b).
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60 days after filing pursuant to paragraph (a)(1).
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on (date) pursuant to paragraph (a)(1).
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75 days after filing pursuant to paragraph (a)(2).
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on (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
( ) this post-effective amendment designates a new effective date for a previously filed post-effective amendment.
This filing relates solely to the Leader Short-Term Bond Fund and Leader Total Return Fund, each a series of the Trust.
Signatures
Pursuant to the requirements of the Securities Act of 1933, as amended, and Investment Company Act of 1940, as amended, the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under rule 485(b) under the Securities Act and has duly caused this Post-Effective Amendment No. 423 to the Registration Statement on Form N-1A to be signed on its behalf by the undersigned, duly authorized in the City of Hauppauge, State of New York on the 9th day of October, 2012.
NORTHERN LIGHTS FUND TRUST
(Registrant)
/s/ Andrew Rogers
By: Andrew Rogers,
President and Principal Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.
Michael Miola* | Trustee & Chairman | October 9, 2012 |
John V. Palancia* | Trustee | October 9, 2012 |
Gary Lanzen* | Trustee | October 9, 2012 |
Anthony Hertl* | Trustee | October 9, 2012 |
Mark Taylor* | Trustee | October 9, 2012 |
/s/ Andrew Rogers Andrew Rogers | President and Principal Executive Officer | October 9, 2012 |
Kevin Wolf* | Treasurer and Principal Accounting Officer | October 9, 2012 |
By: Date:
/s/ James Ash
October 9, 2012
James Ash
*Attorney-in-Fact Pursuant to Powers of Attorney previously filed on April 1, 2011 to the Registrants Registration Statement in Post-Effective Amendment No. 234, and hereby incorporated by reference.
EXHIBIT INDEX
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Index No. |
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Description of Exhibit |
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EX-101.INS |
| XBRL Instance Document |
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EX-101.SCH |
| XBRL Taxonomy Extension Schema Document |
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EX-101.DEF |
| XBRL Taxonomy Extension Definition Linkbase |
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EX-101.LAB |
| XBRL Taxonomy Extension Labels Linkbase |
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EX-101.PRE |
| XBRL Taxonomy Extension Presentation Linkbase |
Leader Total Return Fund | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Leader Total Return Fund | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Investment Objective: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
The investment objective of the Leader Total Return Fund (the “Fund”) is to seek income and capital appreciation to produce a high total return. |
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Fees and Expenses of the Fund: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
The following table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. |
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Shareholder Fees (fees paid directly from your investment) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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Example: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. |
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The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund's operating expenses remain the same. Although your actual costs may be higher or lower, based upon these assumptions your costs would be: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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Portfolio Turnover: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund's performance. During the most recent fiscal |
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Principal Investment Strategies: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
The Fund seeks to achieve its investment objective by investing primarily in domestic and foreign fixed income securities of various maturities and credit qualities that are denominated in U.S. dollars or foreign currencies. Fixed income security types include bonds, notes, debentures and other evidence of indebtedness issued by corporations, governments and their agencies or instrumentalities as well as mortgage-backed and asset-backed securities. Individual securities are purchased without restriction as to maturity or duration, however, the average portfolio duration normally varies within two years of the duration of the Barclays Capital U.S. Aggregate Intermediate Bond Index (formerly named the Lehman Brothers U.S. Aggregate Index), which as of July 31, The Fund invests primarily in investment-grade securities, but may invest up to 40% of its total assets in high yield securities (commonly referred to as "junk bonds"). The Fund defines junk bonds as those rated lower than Baa3 by Moody's Investors Service ("Moody's") or lower than BBB- by Standard and Poor's Rating Group ("S&P"), or, if unrated, determined by the The Fund invests primarily in U.S. dollar denominated securities, but may invest up to 30% of its total assets in securities denominated in foreign currencies, whether issued by U.S. or foreign entities. Foreign issues denominated in U.S. dollars will be excluded from the 30% allocation limit. The · Sector selection focuses on identifying portions of the fixed income market that the advisor believes offer the highest yield, or expected capital appreciation from interest rate declines or currency exchange rate gains. · Maturity or yield curve management focuses on selecting securities with maturities that have the highest yield and/or highest potential capital appreciation, when compared to securities with shorter or longer maturities. · Security selection focuses on identifying specific securities that offer the highest yield or expected capital appreciation when compared to a peer group of securities with similar credit quality and maturity. The |
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Principal Investment Risks: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
As with all mutual funds, there is the risk that you could lose money through your investment in the Fund. Many factors affect the Fund's net asset value and performance. · Credit Risk: Issuers may not make interest and principal payments on securities held by the Fund, resulting in losses to the Fund. In addition, the credit quality of securities held by the Fund may be lowered if an issuer's financial condition changes. Lower credit quality may lead to greater volatility in the price of a security and lower liquidity making it difficult for the Fund to sell the security. · Currency Risk: Currency trading risks include market risk, credit risk and country risk. Market risk results from adverse changes in exchange rates in the currencies the Fund is long or short. Credit risk results because a currency-trade counterparty may default. Country risk arises because a government may interfere with transactions in its currency. · Foreign Risk: Foreign securities expose the Fund to greater risks because their value depends on issues other than the performance of the U.S. economy and U.S. companies and may include unfavorable changes in foreign exchange rates. Investing in emerging markets imposes risks different from, or greater than, risks of investing in foreign developed countries. · High-Yield Bond Risk: Lower-quality bonds, known as "high - yield" or "junk" bonds, present greater risk than bonds of higher quality, including an increased risk of default. An economic downturn or period of rising interest rates could adversely affect the market for these bonds and reduce the Fund's ability to sell its bonds. The lack of a liquid market for these bonds could decrease the Fund's share price. The ability of governments to repay their obligations is adversely impacted by default, insolvency, bankruptcy or by political instability, including authoritarian and/or military involvement in governmental decision-making, armed conflict, civil war, social instability and the impact of these events and circumstances on a country’s economy and its government's revenues. Therefore, government bonds can present a significant risk. Governments may also repudiate their debts in spite of their ability to pay. A Fund's ability to recover from a defaulting government is limited because that same government may block access to court-mandated legal remedies or other means of recovery. · Interest Rate Risk: The value of fixed income securities decline when interest rates rise. · Issuer-Specific Risk: The value of a specific security can be more volatile than the market as a whole and can perform differently from the value of the market as a whole. · Limited History of Operations: The Fund is a new mutual fund and has a limited history of operation. · Liquidity Risk: Some securities may have few market-makers and low trading volume, which tends to increase transaction costs and may make it difficult for the Fund to dispose of a security at all or at a price which represents current or fair market value. · Management Risk: The advisor's judgments about the attractiveness, value and potential appreciation of particular security in which the Fund invests may prove to be incorrect and may not produce the desired results. · Market Risk: Overall fixed income market risks may affect the value of individual securities in which the Fund invests. Factors such as global interest rate levels, economic growth, market conditions and political events affect the fixed income securities markets. When the value of the Fund's investments goes down, your investment in the Fund decreases in value and you could lose money. · Mortgage-Backed and Asset-Backed Risk: The default rate on underlying mortgage loans or asset loans may be higher than anticipated, potentially reducing payments to the Fund. Default rates are sensitive to overall economic conditions such as unemployment, wage levels and economic growth rates. Mortgage-backed securities are susceptible maturity risk because issuers of securities held by the Fund are able to prepay principal due on these securities, particularly during periods of declining interest rates. · Portfolio Turnover Risk: Increased portfolio turnover may result in higher brokerage commissions, dealer mark-ups and other transaction costs and may result in taxable capital gains. |
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Performance: | ||||||||||||||||||||||||||||||||||||||||||||||||||||
The bar chart and table set out below help show the returns and risks of investing in the Fund. The bar chart shows the annual returns of the Fund's Investor Class shares for each calendar year since the Fund's inception. The performance table compares the performance of the Fund's Investor Class shares over time to the performance of the Barclays Aggregate Bond Index. Returns would be lower for the Institutional Class shares. You should be aware that the Fund's past performance (before and after taxes) may not be an indication of how the Fund will perform in the future. Because the Fund's Class A and Class C shares have less than a full calendar year of investment operations, no performance information is presented for them at this time. In the future, performance information for Class A and Class C shares will be presented in this section of the Prospectus. Updated performance information is available at no cost by visiting www.leadercapital.com or by calling (800) 711-9164. |
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Calendar Year Returns as of December 31 | ||||||||||||||||||||||||||||||||||||||||||||||||||||
The Fund's Investor Class shares had a total return of 4.49% during the period January 1, 2012 to June 30, 2012. |
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Average Annual Total Returns (For the periods ended December 31, 2011) | ||||||||||||||||||||||||||||||||||||||||||||||||||||
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After tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the effect of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold shares of the Fund through tax-deferred arrangements, such as 401(k) plans or IRAs. After-tax returns are shown for only Investor Class shares, and after-tax returns for other classes will vary. The Barclays Aggregate Bond Index is a market capitalization-weighted index, meaning the securities in the index are weighted according to the market size of each bond type. Most U.S. traded investment grade bonds are represented. Municipal bonds and Treasury Inflation-Protected Securities are excluded, due to tax treatment issues. The index includes Treasury securities, Government agency bonds, mortgage-backed bonds, corporate bonds, and a small amount of foreign bonds traded in U.S. Unlike a mutual fund, an index does not reflect any trading costs or management fees. Investors cannot directly invest in an index. |