-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Gm6pOIVnRaCrhTwUU4IvTOP5dN8CktzuRJ8MUgzYdJdd5YK1711t22e9oR9fXSQN 4l2FOWtd9RByJxhvaFnesQ== 0000894189-08-000531.txt : 20080221 0000894189-08-000531.hdr.sgml : 20080221 20080221172721 ACCESSION NUMBER: 0000894189-08-000531 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20080221 DATE AS OF CHANGE: 20080221 EFFECTIVENESS DATE: 20080221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROFESSIONALLY MANAGED PORTFOLIOS CENTRAL INDEX KEY: 0000811030 IRS NUMBER: 566415270 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-05037 FILM NUMBER: 08633856 BUSINESS ADDRESS: STREET 1: MK-WI-T4 STREET 2: 777 EAST WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-765-5348 MAIL ADDRESS: STREET 1: MK-WI-T4 STREET 2: 777 EAST WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 FORMER COMPANY: FORMER CONFORMED NAME: AVONDALE INVESTMENT TRUST DATE OF NAME CHANGE: 19910529 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROFESSIONALLY MANAGED PORTFOLIOS CENTRAL INDEX KEY: 0000811030 IRS NUMBER: 566415270 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 033-12213 FILM NUMBER: 08633857 BUSINESS ADDRESS: STREET 1: MK-WI-T4 STREET 2: 777 EAST WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-765-5348 MAIL ADDRESS: STREET 1: MK-WI-T4 STREET 2: 777 EAST WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 FORMER COMPANY: FORMER CONFORMED NAME: AVONDALE INVESTMENT TRUST DATE OF NAME CHANGE: 19910529 0000811030 S000004928 Stephens Small Cap Growth Fund C000035366 Class I Shares 0000811030 S000004929 Stephens Mid Cap Growth Fund C000035367 Class I Shares 485BPOS 1 stephens_classixbrl.htm POST EFFECTIVE AMENDMENT FOR XBRL stephens_classixbrl.htm
Filed with the Securities and Exchange Commission on February 21, 2008

1933 Act Registration File No.   33-12213
1940 Act File No. 811-05037
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM N-1A
 
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
[
X
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Pre-Effective Amendment No.
    
[
  
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Post-Effective Amendment No.
306
  
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X
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and/or
 
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
   [      X ]
Amendment No.
307
  
[
     X
]
 
(Check appropriate box or boxes.)

PROFESSIONALLY MANAGED PORTFOLIOS
(Exact Name of Registrant as Specified in Charter)
 
615 East Michigan Street
Milwaukee, WI  53202
(Address of Principal Executive Offices, including Zip Code)
 
Registrant’s Telephone Number, including Area Code:  (414) 765-5348
 
Robert M. Slotky
Professionally Managed Portfolios
2020 E. Financial Way, Ste. 100
Glendora, CA 91741
(Name and Address of Agent for Service)
 
Copy to:
Domenick Pugliese, Esq.
Paul, Hastings, Janofsky & Walker LLP
Park Avenue Tower
75 East 55th Street
New York, NY 10022

It is proposed that this filing will become effective (check appropriate box)
[
  
]
immediately upon filing pursuant to paragraph (b)
[
X
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On February 21, 2008 pursuant to paragraph (b)
[
  
]
60 days after filing pursuant to paragraph (a)(1)
[
  
]
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.
 
It is proposed that this filing become effective on February 21, 2008 pursuant to paragraph (B) of Rule 485.
 
 
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that this Post-Effective Amendment No. 306 to its Registration Statement meets all the requirements for effectiveness pursuant to Rule 485(b) of the Securities Act of 1933, as amended, and the Registrant has duly caused this Post-Effective Amendment No. 306 to its Registration Statement on Form N-1A to be signed on its behalf by the undersigned, thereunto duly authorized, in the in the City of Milwaukee and State of Wisconsin, on February 21, 2008.

Professionally Managed Portfolios

By: Robert M. Slotky*                                              
Robert M. Slotky
President


Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 306 to its Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

Signature
  
Title
Date
       
Steven J. Paggioli*
  
Trustee
February 21, 2008
Steven J. Paggioli
      
       
Dorothy A. Berry*
  
Trustee
February 21, 2008
Dorothy A. Berry
      
       
Wallace L. Cook*
  
Trustee
February 21, 2008
Wallace L. Cook
      
       
Carl A. Froebel*
  
Trustee
February 21, 2008
Carl A. Froebel
      
       
Robert M. Slotky*
  
President
February 21, 2008
Robert M. Slotky
      
       
/s/ Eric W. Falkeis
  
Treasurer and Principal
February 21, 2008
Eric W. Falkeis
  
Financial and Accounting Officer
  
       
*By: /s/ Eric W. Falkeis
    
February 21, 2008
Eric W. Falkeis Attorney-In Fact pursuant to Power of Attorney
      

 
 
Users of this data are advised pursuant to the rules and regulations governing the filing of voluntary XBRL disclosure that the following XBRL documents are not the official publicly filed disclosure of Professionally Managed Portfolios. The purpose of submitting these XBRL formatted documents is to test the related format and technology and, as a result, investors should continue to rely on the official version of the furnished documents and not rely on this information in making investment decisions.

Exhibit
Exhibit No.
   
XBRL – Instance Document
EX-100 INS
XBRL – Schema Document
EX-100-SCH
XBRL – Label Linkbase Document
EX-100 LAB
XBRL – Definition Linkbase Document
EX-100 DEF




 
 
EX-100.INS 2 r-02212008.xml XBRL INSTANCE DOCUMENT 0000811030ici:Registrant_item2008-02-210000811030filer:S0000049292008-02-210000811030filer:S0000049282008-02-210000811030filer:C0000133442008-02-210000811030filer:C0000353672008-02-210000811030filer:C0000133432008-02-210000811030filer:C0000353662008-02-210000811030filer:AllInstruments2008-02-21pureiso4217:USDStephens Small Cap Growth FundInvestment ObjectiveThe Fund's investment objective is long-term growth of capital.Principal Investment StrategiesThe Fund seeks to achieve its objective by investing primarily in common stock of U.S. companies with small market capitalizations ("small-cap" companies). The Advisor will seek to identify growth stocks using a disciplined, bottom-up approach, employing qu antitative analysis and fundamental research with a focus on earnings growth. Under normal market conditions, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in the stocks of small-cap companies. The Fund considers a company to be a small-cap company if it has a market capitalization, at the time of purchase, of $2.5 billion or less. To achieve the 80% investment requirement, the Fund may invest in equity securities, including convertible and preferred stock, as well as exchange-traded funds ("ETFs"). Not all ETFs in which the Fund may invest will be invested exclusively in small-cap companies. The Advisor will use the dollar-weighted average market cap of the underlying securities held by the ETF to determine whether the ETF falls into the 80% investment requirement.In selecting investments using a "bottom-up" approach, the Advisor selects companies that it believes have clear indicators of future earnings growth, or that demonstrate other potential for growth of capital. The Advisor adheres to the historical perspective that common stocks have dramatically outperformed other financial investments over longer periods of time. The Fund's investment strategy takes into consideration revenue and earnings growth rates, profit trends, earnings risk, and company valuation.The Fund may also invest up to 20% of its net assets in equity securities of issuers that have market capitalizations, at the time of purchase, greater than $2.5 billion, as well as equity index futures. Additionally, the Fund may invest in investment-grade, non-convertible debt securities, U.S. government securities, high-quality money market instruments and money market funds. The Fund may also invest up to 25% of its net assets in foreign securities, includ ing sponsored or un-sponsored American Depositary Receipts ("ADRs") and European Depositary Receipts ("EDRs"). ADRs evidence ownership of foreign securities but are traded on domestic exchanges.The Fund is actively managed, which means that the Advisor may frequently buy and sell securities. The Advisor will sell a security when appropriate and consistent with the Fund's investment objective and policies regardless of the effect on the Fund's portfolio turnover rate. Please note that buying and selling securities generally involves some expense to the Fund, such as broker commissions and other transaction costs, and a high turnover rate in any year will result in payment by the Fund of above-average transaction costs and could result in the payment by shareholders of above-average amounts of taxes on realized investment gains. The Fund cannot accurately predict its fut ure annual portfolio turnover rate, which may vary substantially from year-to-year since portfolio adjustments are made when conditions affecting relevant markets, particular industries or individual issues warrant such action. In addition, portfolio turnover may also be affected by sales of portfolio securities necessary to meet cash requirements for redemptions of shares.Fund Closure. Based on the Advisor's analysis of the size of the applicable market, market liquidity, portfolio holdings of the Fund and other accounts of the Advisor, as well as other issues, upon a 30-day written notice to Fund shareholders the Fund may close to new investors when the Advisor determines that the receipt of substantial additional assets would not be prudent from an investment perspective. In such event, it is expected that then-existing shareholders would be allowed to make additiona l purchases. If the Fund closes to new investors, the Trust's Board of Trustees (the "Board") will review, on at least a semi-annual basis, market conditions and other factors presented by the Advisor in order to determine whether to reopen the Fund to new investors.Temporary or Cash Investments. In anticipation of or in response to adverse market or other conditions or atypical circumstances such as unusually large cash inflows or redemptions, the Fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the Fund may not achieve its investment objective.To the extent the Fund uses a money market fund for its cash position, there will be some duplication of expens es because the Fund would bear its pro rata portion of such money market fund's advisory fees and other operational expenses.Changes in Investment Objective and Strategies. The investment objective, strategies and policies described above may be changed without the approval of the Fund's shareholders upon a 30-day written notice to shareholders. However, the Fund will not change its investment policy of investing at least 80% of its net assets in small-cap companies without first changing the Fund's name and providing shareholders with at least a 60-day prior notice.Principal RisksBefore investing in this Fund, you should carefully consider your own investment goals, the amount of time you are willing to leave your money invested and the amount of risk you are willing to take. Remember that in addition to possibly not achieving your investment goals, you could lose money by investing in this Fund. The value of your investment in the Fund will fluctuate with the prices of the securities in which the Fund invests. The principal risks of investing in the Fund are:Management Risk. Management risk describes the Fund's ability to meet its investment objective based on the Advisor's success or failure at implementing investment strategies for the Fund. The value of your investment in the Fund is subject to the effectiveness of the Advisor's research, analysis a nd asset allocation among portfolio securities. If the Advisor's investment strategies do not produce the expected results, your investment could be diminished or even lost.General Market Risk. General market risk is the risk that the market value of a security may fluctuate, sometimes rapidly and unpredictably. These fluctuations may cause a security to be worth less than its cost when originally purchased or less than it was worth at an earlier time. General market risk may affect a single issuer, industry, sector of the economy or the market as a whole.Equity Market Risk. Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value. Investor perceptions may impact the markets and are based on various and unpredictable factors including expectations regarding government, economic, monetary and fiscal policies; inflation and interest rates; economic expansion or contraction; and global or regional political, economic and banking crises. If you held common stocks of any given issuer, you would generally be exposed to greater risk than if you held preferred stocks and debt obligations of the issuer because common stockholders generally have inferior rights to receive payments from issuers in comparison with the rights of preferred stockholders, bondholders and other creditors of such issuers.Small- and Medium-Sized Companies Risk. Subject to the requirement that the Fund invest at least 80% of its net assets in small-cap companies, the Fund may invest directly or indirectly in any size company including small- and medium-sized companies. Investing in securities of sm all- and medium-sized companies, even indirectly, may involve greater volatility than investing in larger and more established companies because they can be subject to more abrupt or erratic share price changes than larger, more established companies. Small companies may have limited product lines, markets or financial resources and their management may be dependent on a limited number of key individuals. Securities of those companies may have limited market liquidity and their prices may be more volatile.Foreign Securities Risk. To the extent that the Fund invests in securities of foreign companies, including ADRs and EDRs, your investment in the Fund is subject to foreign securities risk. These include risks relating to political, social and economic developments abroad and differences between U.S. and foreign regulatory requirements and market practices. Securities that ar e denominated in foreign currencies are subject to the further risk that the value of the foreign currency will fall in relation to the U.S. dollar and/or will be affected by volatile currency markets or actions of U.S. and foreign governments or central banks.In addition to developed markets, the Fund may invest in companies located in emerging markets, which are markets of countries in the initial stages of industrialization and that generally have low per capita income. In addition to the risks of foreign securities in general, countries in emerging markets are generally more volatile and can have relatively unstable governments, social and legal systems that do not protect shareholders, economies based on only a few industries, and securities markets that trade a small number of issues.Shares of Other Investment Companies. The Fund may invest in shares of other registered investment companies, including ETFs and money market funds. To the extent that the Fund invests in shares of other registered investment companies, you will indirectly bear fees and expenses charged by the underlying funds (the "Underlying Funds") in addition to the Fund's direct fees and expenses and will be subject to the risks associated with investments in those funds.New Fund Risk. There can be no assurance that the Fund will grow to or maintain an economically viable size, in which case the Board may determine to liquidate the Fund. A liquidation can be initiated by the Board without shareholder vote and, while shareholder interests will be the paramount consideration, the timing of any liquidation may not be favorable to certain individual shar eholders.New Advisor Risk. There can be no assurance that the Advisor, which is a newly-formed entity, can successfully operate the Fund as set forth in this Prospectus.Operating Expense Risk. There can be no assurance that the Advisor will have the resources to meet its contractual expense reductions to the Fund as described in this Prospectus. Should the Advisor be unable to meet its obligations, the Fund's expenses will increase which would reduce the Fund's performance and increase your costs of investing in the Fund.Portfolio Turnover Risk. High portfolio turnover involves correspondingly greater expenses to the Fund , including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestments in other securities. Such sales also may result in adverse tax consequences to the Fund's shareholders. The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund's performance.PerformanceThe bar chart and performance table below provide some indication of the risks of investing in the Small Cap Fund by comparing its performance with those of a broad measure of market performance. The Fund's past performance, before and after taxes, is not necessarily an indication of how the Fund will perform in the future. Because the Class I shares of the Fund have not been operational for a full calendar year, performance information for the Class I shares is not shown. The performance shown below is that of the Fund's Class A shares, which are offered pursuant to a separate prospectus. The Class I shares are invested in the same portfolio of securities as the Class A shares, but the Class I shares are subject to different expenses, which may cause the returns of the Class I shares to differ from the returns of the Class A shares.Stephens Small Cap Growth Fund (Class A Shares) Calendar Year Total Return20060.0701highest quarterly return0.1352006-03-31lowest quarterly return-0.07072006-06-30Average Annual Total Returns as of December 31, 2006Class A Shares1 YearSince Inception (12/01/2005)Return Before Taxes0.0135-0.0009Return After Taxes on Distributions(1)0.0135-0.0009Return After Taxes on Distributions and Sale of Fund Shares(1)(2)0.0087-0.0007S&P 500? Index(3)0.1580.1328Russell 2000? Growth Index(4)0.13350.1015(1)After tax returns are calculated using the historical highest individual federal marginal income tax rates and does not reflect the impact of state and local taxes. Actual after-tax returns depend on your situation and may differ from those shown. Furthermore, the after-tax returns shown are not relevant to those who hold their shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts ("IRAs").(2)The "Return After Taxes on Distributions and Sale of Fund Shares" may be higher f or certain figures because when a capital loss occurs upon the redemption of Fund shares, a tax deduction is provided that benefits the investor.(3)The Standard & Poor's 500 ("S&P 500?") Index is an unmanaged index generally representative of the market for the stocks of large-sized U.S. companies. The figures above reflect all dividends reinvested, but do not reflect any deductions for fees, expenses or taxes.(4)The Russell 2000? Growth Index measures the performance of those Russell 2000? companies with higher price-to-book ratios and higher forecasted growth values, which includes the 2,000 smallest companies by market capitalization within the Russell 3000? Index. The figures above reflect all dividends reinvested, but do not reflect any deductions for fees, expenses, or taxes.Fees and ExpensesAs an investor, you pay certain fees and expenses if you buy and hold Class I shares of the Fund. The fees and expenses are described in the tables below and are further explained in the example that follows.Shareholder Fees(1)(fees paid directly from your investment)Class I SharesMaximum sales charge (load) imposed on purchases0.0000Maximum deferred sales charge (load)0.0000Redemption Fee(2) - -0.0200Annual Fund Operating Expenses (expenses that are deducted from Fund assets)Management Fees0.0075Other Expenses(3)0.0066Total Annual Fund Operating Expenses0.0141Less: Expense Reimbursement or Reduction-0.0016Net Annual Fund Operating Expenses(4)0.0125ExampleThis Example is intended to help you compare the costs of investing in the Class I shares of the Fund with the cost of investing in other mutual funds. 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, that dividends and distributions are reinvested, and that the Fund's operating expenses remain the same. Please note that the one-year figure below is based on the Fund's net expenses after giving effect to the exp ense limitation in the agreement described above. Although your actual costs may be higher or lower, based on these assumptions your costs would be:One YearThree YearsFive YearsTen Years1274317561677(1)You will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund's transfer agent. If a shareholder requests that a redemption be made by wire transfer, currently a $15.00 fee is charged.(2)The Fund charges shareholders a redemption fee of 2.00% on shares held for less than 60 days. This fee will not be imposed on Portfolio shares acquired through the reinvestment of dividends or other distributions. The fee is payable to the Portfolio and is intended to benefit the remaining shareholders by reducing the costs of s hort-term trading.(3)Other expenses include interest, custodian, transfer agency and other customary Fund expenses.(4)The Advisor has contractually agreed to reduce its fees and/or pay Fund expenses (excluding the expenses associated with the Fund's investment in other investment companies referred to as "Acquired Fund Fees and Expenses," interest, taxes and extraordinary expenses) in order to limit Net Annual Operating Expenses for shares of the Fund to 1.25% of the Fund's average net assets (the "Expense Cap"). The Expense Cap will remain in effect for at least th e one year period shown in the Example above and for an indefinite period thereafter as determined by the Board. The Advisor is permitted to be reimbursed for fee reductions and/or expense payments made in the prior three fiscal years. Any such reimbursement is subject to the Board's review and approval. A reimbursement may be requested by the Advisor if the aggregate amount actually paid by the Fund toward operating expenses for such fiscal year (taking into account any reimbursement) does not exceed the Expense Cap.Stephens Mid Cap Growth FundInvestment ObjectiveThe Fun d's investment objective is long-term growth of capital.Principal Investment StrategiesThe Fund seeks to achieve its objective by investing primarily in common stock of U.S. companies with medium market capitalizations ("mid-cap companies"). The Advisor will seek to identify growth stocks using a disciplined, bottom-up approach, employing quantitative analysis and fundamental research with a focus on earnings growth. Under normal market conditions, the Fund invests at least 80% of its net assets (plus any borrowings for investment purposes) in the stocks of mid-cap companies. The Fund considers a company to be a mid-cap company if it has a market capitalization, at the time of purchase, of $1.5 billion t o $12.5 billion. To achieve the 80% investment requirement, the Fund may invest in equity securities, including convertible and preferred stock, as well as ETFs. Not all ETFs in which the Fund may invest will be invested exclusively in mid-cap companies. The Advisor will use the dollar-weighted average market cap of the underlying securities held by the ETF to determine whether the ETF falls into the 80% investment requirement.In selecting investments using a "bottom-up" approach, the Advisor selects companies that it believes have clear indicators of future earnings growth, or that demonstrate other potential for growth of capital. The Advisor adheres to the historical perspective that common stocks have dramatically outperformed other financial investments over longer periods of time. The Fund's investment strategy takes into consideration revenue and earnings growth rates, profit trends, earnings risk , and company valuation.The Fund may also invest up to 20% of its net assets in equity securities of issuers that have market capitalizations, at the time of purchase, of less than $1.5 billion or greater than $12.5 billion, as well as equity index futures. Additionally, the Fund may invest in investment-grade, non-convertible debt securities, U.S. government securities, high-quality money market instruments and money market funds. The Fund may also invest up to 25% of its net assets in foreign securities, including sponsored or un-sponsored ADRs and EDR. ADRs and EDRs evidence ownership of foreign securities but are traded on domestic exchanges.The Fund is actively managed, which means that the Advisor may frequently buy and sell sec urities. The Advisor will sell a security when appropriate and consistent with the Fund's investment objective and policies regardless of the effect on the Fund's portfolio turnover rate. Please note that buying and selling securities generally involves some expense to the Fund, such as broker commissions and other transaction costs, and a high turnover rate in any year will result in payment by the Fund of above-average transaction costs and could result in the payment by shareholders of above-average amounts of taxes on realized investment gains. The Fund cannot accurately predict its future annual portfolio turnover rate, which may vary substantially from year-to-year since portfolio adjustments are made when conditions affecting relevant markets, particular industries or individual issues warrant such action. In addition, portfolio turnover may also be affected by sales of portfolio securities necessary to meet cash requirements for redemptions of shares.Temporary or Cash Investments. In anticipation of or in response to adverse market or other conditions or atypical circumstances such as unusually large cash inflows or redemptions, the Fund may temporarily hold all or a portion of its assets in cash, cash equivalents or high-quality debt instruments. As a result, the Fund may not achieve its investment objective.To the extent the Fund uses a money market fund for its cash position, there will be some duplication of expenses because the Fund would bear its pro rata portion of such money market fund's advisory fees and other operational expenses.Changes in Investment Objective and Strategies. Th e investment objective, strategies and policies described above may be changed without the approval of the Fund's shareholders upon a 30-day written notice to shareholders. However, the Fund will not change its investment policy of investing at least 80% of its net assets in mid-cap companies without first changing the Fund's name and providing shareholders with at least a 60-day prior notice.Principal RisksBefore investing in this Fund, you should carefully consider your own investment goals, the amount of time you are willing to leave your money invested and the amount of risk you are willing to take. Remember that in addition to possibly not achieving your investment goals, you could lose money by investing in this Fund. The value of your investment in the Fund will fluctuate with the prices of the securities in which the Fund invests. The principal risks of investing in the Fund are:Management Risk. Management risk describes the Fund's ability to meet its investment objective based on the Advisor's success or failure at implementing investment strategies for the Fund. The value of your investment in the Fund is subject to the effectiveness of the Advisor's research, analysis and asset allocation among portfolio securities. If the Advisor's investment strategies do not produce the expected results, your investment could be diminished or even lost.General Mark et Risk. General market risk is the risk that the market value of a security may fluctuate, sometimes rapidly and unpredictably. These fluctuations may cause a security to be worth less than its cost when originally purchased or less than it was worth at an earlier time. General market risk may affect a single issuer, industry, sector of the economy or the market as a whole.Equity Market Risk. Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value. Investor perceptions may impact the markets and are based on various and unpredictable factors including expectations regarding government, economic, monetary and fiscal policies; inflation and interest rates; economic expansion or contraction; and global or regional political, economic and banking crises. If you held common stocks of any given issuer, you would generall y be exposed to greater risk than if you held preferred stocks and debt obligations of the issuer because common stockholders generally have inferior rights to receive payments from issuers in comparison with the rights of preferred stockholders, bondholders and other creditors of such issuers.Medium-Sized Companies Risks. Subject to the requirement that the Fund invests at least 80% of its assets in mid-cap companies, the Fund may invest directly or indirectly in any size company including medium-sized companies. Mid-cap companies often have narrower markets and limited managerial and financial resources compared to larger, more established companies. As a result, their performance can be more volatile and they face greater risk of business failure, which could increase the volatility of the Fund's share price. You should expect that the value of the Fund's shares will be mor e volatile than a fund that invests exclusively in large-capitalization companies.Foreign Securities Risk. To the extent that the Fund invests in securities of foreign companies, including ADRs and EDRs, your investment in the Fund is subject to foreign securities risk. These include risks relating to political, social and economic developments abroad and differences between U.S. and foreign regulatory requirements and market practices. Securities that are denominated in foreign currencies are subject to the further risk that the value of the foreign currency will fall in relation to the U.S. dollar and/or will be affected by volatile currency markets or actions of U.S. and foreign governments or central banks.In addition to developed markets, the Fu nd may invest in companies located in emerging markets, which are markets of countries in the initial stages of industrialization and that generally have low per capita income. In addition to the risks of foreign securities in general, countries in emerging markets are generally more volatile and can have relatively unstable governments, social and legal systems that do not protect shareholders, economies based on only a few industries, and securities markets that trade a small number of issues.Shares of Other Investment Companies. The Fund may invest in shares of other registered investment companies, including ETFs and money market funds. To the extent that the Fund invests in shares of other registered investment companies, you will indirectly bear fees and expenses charged by the underlying funds in addition to the Fund's direct fees and expenses and will be subject to the risks associated with investments in those funds.New Fund Risk. There can be no assurance that the Fund will grow to or maintain an economically viable size, in which case the Board may determine to liquidate the Fund. A liquidation can be initiated by the Board without shareholder vote and, while shareholder interests will be the paramount consideration, the timing of any liquidation may not be favorable to certain individual shareholders.New Advisor Risk. There can be no assurance that the Advisor, which is a newly-formed entity, can successfully operate the Fund as set forth in this Prospectus.Operating Expense Risk. T here can be no assurance that the Advisor will have the resources to meet its contractual expense reductions to the Fund as described in this Prospectus. Should the Advisor be unable to meet its obligations, the Fund's expenses will increase which would reduce the Fund's performance and increase your costs of investing in the Fund.Portfolio Turnover Risk. High portfolio turnover involves correspondingly greater expenses to the Fund, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestments in other securities. Such sales also may result in adverse tax consequences to the Fund's shareholders. The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund's performance.PerformanceThis Prospectus does not include a bar chart of annual total returns nor a performance table of average annual total returns for the Mid Cap Growth Fund because it does not have annual returns for at least one full calendar year prior to the date of this Prospectus.Fees and ExpensesAs an investor, you pay certain fees and expen ses if you buy and hold shares of Class I shares of the Fund. The fees and expenses are described in the tables below and are further explained in the example that follows.Shareholder Fees(1)(fees paid directly from your investment)Class I SharesMaximum sales charge (load) imposed on purchases0.0000Maximum deferred sales charge (load)0.0000Redemption Fee(2)-0.0200Annual Fund Operating Expenses (expenses that are deducted from Fund assets)Management Fees0.0075Other Expenses(3)0.0238Total Annual Fund Operating Expenses0.0313Less: Expense Reimbursement or Reduction-0.0188Net Annual Fund Operating Expenses(4)0.0125ExampleThis Example is intended to help you compare the costs of investing in the Class I shares of the Fund with the cost of investing in other mutual funds. 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, that dividends and distributions are reinvested, and that the Fund's operating expenses remain the same. Please note that the one-year figure below is based on the Fund's net expenses after giving effect to the exp ense limitation in the agreement described above. Although your actual costs may be higher or lower, based on these assumptions your costs would be:One YearThree YearsFive YearsTen Years12778914763308(1)You will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by the transfer agent. If a shareholder requests that a redemption be made by wire transfer, currently a $15.00 fee is charged.(2)The Fund charges shareholders a redemption fee of 2.00% on shares held for less than 60 days. This fee will not be imposed on Portfolio shares acquired through the reinvestment of dividends or other distributions. The fee is payable to the Portfolio and is intended to benefit the remaining shareholders by reducing the costs of short-term trading(3)Other expenses include interest, custodian, transfer agency and other customary Fund expenses.(4)The Advisor has contractually agreed to reduce its fees and/or pay Fund expenses (excluding Acquired Fund Fees and Expenses, interest, taxes and extraordinary expenses) in order to limit Net Annual Operating Expenses for shares of the Fund to 1.25% of the Fund's average net assets (the "Expense Cap"). The Expense Cap will remain in effect for at least the one year period shown in the Example above and for an indefinite period thereafter as determined by the Board. The Advisor is permitted to be reimbursed for fee reductions and/or expense payments made in the prior three fiscal years. Any such reimbursement is subject to the Board's review and approval. A reimbursement may be requested by the Advisor if the aggregate amount actually paid by the Fund toward operating expenses for such fiscal year (taking into account any reimbursement) does not exceed the Expense Cap.2008-02-202008-02-21The purpose of submitting the XBRL-formatted information is to test the related format and technology and, as a result, investors should not rely on this information in making investment decisions. EX-100.SCH 3 reg.xsd XBRL SCHEMA DOCUMENT EX-100.LAB 4 reg_lab.xml XBRL LABEL LINKBASE DOCUMENT Professionally Managed PortfoliosAllInstrumentsStephens Mid Cap Growth FundStephens Small Cap Growth FundStephens Mid Cap Growth Fund - Class A SharesStephens Mid Cap Growth Fund - Class I SharesStephens Small Cap Growth Fund - Class A SharesStephens Small Cap Growth Fund - Class I Shares EX-100.DEF 5 reg_def.xml XBRL DEFINITION LINKBASE DOCUMENT -----END PRIVACY-ENHANCED MESSAGE-----