0000894189-19-003291.txt : 20190529 0000894189-19-003291.hdr.sgml : 20190529 20190529141619 ACCESSION NUMBER: 0000894189-19-003291 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190529 ITEM INFORMATION: Other Events FILED AS OF DATE: 20190529 DATE AS OF CHANGE: 20190529 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRANDES INVESTMENT TRUST CENTRAL INDEX KEY: 0000926678 IRS NUMBER: 330635360 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 811-08614 FILM NUMBER: 19861196 BUSINESS ADDRESS: STREET 1: C/O U.S. BANCORP FUND SERVICES, LLC STREET 2: 615 EAST MICHIGAN STREET CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 4142873967 MAIL ADDRESS: STREET 1: C/O U.S. BANCORP FUND SERVICES, LLC STREET 2: 615 EAST MICHIGAN STREET CITY: MILWAUKEE STATE: WI ZIP: 53202 FORMER COMPANY: FORMER CONFORMED NAME: BRANDES INTERNATIONAL FUND DATE OF NAME CHANGE: 19940712 8-K 1 brandesnextshares8-k.htm BRANDES VALUE NEXTSHARES FORM 8-K Document


    
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 29, 2019
Brandes Investment Trust
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
811-08614
(Commission
File Number)
See below
(IRS Employer
Identification No.)

11988 El Camino Real, Suite 600
San Diego, California 92130
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (858) 755-0239
(Former name or former address, if changed since last report.)
This Form 8-K relates to the following series of Brandes Investment Trust:
Title of each Series
IRS Employer Identification Number
Brandes Value NextShares
82-3023188

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))


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Item 8.01
Other Events
Brandes Investment Partners, L.P., the Advisor to the Brandes Value NextShares (the “NextShares Fund”), has recommended, and the Board of Trustees of Brandes Investment Trust has approved, the liquidation and termination of the NextShares Fund. The Advisor’s recommendation was primarily based on the fact that the Advisor does not anticipate that the NextShares Fund will experience meaningful growth in the foreseeable future. The liquidation is expected to occur on June 28, 2019. As a result, the Advisor and the Board believe that the Liquidation of the Fund is in the best interests of shareholders.

Effective June 3, 2019, the NextShares Fund will no longer accept orders for new creation units. Shares of the NextShares Fund are listed on The NASDAQ Stock Market LLC. Trading in shares of the NextShares Fund will be halted prior to market open on June 21, 2019. In addition, effective immediately, the Advisor will begin an orderly transition of the NextShares Fund’s portfolio securities to cash and cash equivalents and the NextShares Fund will cease investing in assets in accordance with its stated investment objective and policies. Prior to June 21, 2019, shareholders may only be able to sell their shares to certain broker-dealers, and there is no assurance that there will be a market for the NextShares Fund’s shares during that time period. Customary brokerage charges may apply to such transactions.

On or about June 28, 2019, the NextShares Fund will liquidate its assets and distribute cash pro rata to all remaining shareholders. These distributions are taxable events. Shareholders should contact their tax adviser to discuss the income tax consequences of the liquidation. In addition, these payments to shareholders will include accrued capital gains and dividends, if any. As calculated on June 28, 2019, the NextShares Fund’s net asset value will reflect the costs of closing the Fund. Once the distributions are complete, the NextShares Fund will terminate.

Please contact the Fund at (800) 395-3807 if you have questions.



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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Brandes Investment Trust

Date: May 29, 2019                By: /s/ Jeffrey Busby    
Name: Jeffrey Busby
Title: President



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