Participating Fund Agreement
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ReFlow Fund, LLC
AGREEMENT dated as of August 22, 2024, between the Hotchkis and Wiley Funds, on
behalf of itself or its portfolios listed on Appendix A attached hereto (as it may be amended from
time to time), individually and not jointly, (the “Fund”), and ReFlow Fund, LLC, a Delaware
limited liability company (“ReFlow”), in consideration of the mutual agreements herein contained
and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the parties hereto hereby agree as follows:
I. Definitions
The following terms shall have the following meanings in this Participating Fund Agreement:
“1940 Act” means the Investment Company Act of 1940, as amended.
“1933 Act” means the Securities Act of 1933, as amended.
“Agreement” means this Participating Fund Agreement.
“Auction” means the daily auction conducted by ReFlow.
“Auction Program” means the redemption offsetting auction program referred to in this
Agreement.
“Auction Program Fee” means the fee paid by a Winning Fund to ReFlow as a result of the
Auction.
“Business Day” means each day that the New York Stock Exchange is open for business.
“Cash Bid” means a bid for the purchase of a specific dollar amount of Shares.
“Fee Bid” means the fee which the Fund agrees to pay to ReFlow if the Fund is a Winning
Fund in any given Auction, calculated as a percentage of the net asset value of the Shares
purchased by ReFlow.
“Final Auction Amount” means the Initial Auction Amount plus the cash received by
ReFlow from Automatic Redemptions and Voluntary Redemptions.
“Fund” means the Fund, or any series or class thereof identified in Appendix A of this
Agreement.
“Initial Auction Amount” means the amount of cash made available by ReFlow for a
particular Auction to purchase Shares from Participating Funds.
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“Market Close” means the close of business on the New York Stock Exchange (generally
4:00 p.m. Eastern Time).
“Minimum Fee Bid” means the minimum fee which ReFlow may, from time to time,
establish with respect to an Auction.
“Morning Deadline” means the time, on the next following Business Day, before which
Participating Funds are required to submit daily Order Flow Reports to ReFlow (currently
9:30 a.m. Eastern Time but subject to change).
“NAV” means the net asset value per Share of a Fund.
“Order Flow” means the current daily subscriptions for Shares from buyers other than
ReFlow less redemptions from shareholders other than ReFlow.
“Order Flow Report” means a report containing the following information: i) the Fund’s
Order Flow for the prior Business Day; ii) the number of the Fund’s outstanding voting
securities; iii) a Fund’s NAV; and iv) such additional information as ReFlow may
reasonably specify.
“Participating Fund” means each registered open-end management investment company or
series thereof that has entered into a Participating Fund Agreement with ReFlow.
“ReFlow” means ReFlow Fund, LLC.
“Shares” means Shares or other units of beneficial ownership issued by the Fund or any
series or class thereof.
“Standing Bid” means a bid to purchase a defined percentage, not to exceed 100%, of the
Fund’s net redemptions.
“Voluntary Redemption” means a request by a Participating Fund that ReFlow redeem all
or a portion of its holdings in the Fund. ReFlow at its sole discretion may honor this request
and process it in the current market day or if after market hours in the next market day.
“Winning Fee Rate” means the lowest Fee Bid submitted by a Winning Fund in connection
with a given Auction at which all of the Final Auction Amount may be invested.
“Winning Fund” means a Participating Fund that in a given Auction has submitted a
winning fee bid.
XX.Xxxxxxx Program
0.Xxxx Reporting. The Fund shall submit an Order Flow Report to ReFlow, no later
than the Morning Deadline each Business Day. ReFlow may, in its sole discretion,
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extend this deadline past the Morning Deadline (but by no more than one hour
beyond the Morning Deadline), provided that ReFlow provides notice of the
changed deadline on its website prior to Market Close on the next Business Day.
The Fund shall submit its Order Flow Report on ReFlow’s website, or if such
website is not available, through such other methods as ReFlow may specify.
0.Xxxxxxx Amount. On each Business Day that ReFlow conducts an Auction, ReFlow
shall establish an Initial Auction Amount, equal to the amount of cash it will make
available that day to purchase Shares of Participating Funds. The Initial Auction
Amount, plus any cash received from Automatic Redemptions (as defined below in
Section II.5) and Voluntary Redemptions equal the Final Auction Amount.
0.Xxxxxxx Bids. Prior to Market Close on each Business Day that ReFlow conducts an
Auction, ReFlow may establish a Minimum Fee Bid, below which no Fee Bid will
be accepted. Any Minimum Fee Bid will be posted on ReFlow’s website. If the
Fund desires to participate in a particular Auction, the Fund shall submit a bid to
ReFlow, consisting of (a) the amount of liquidity the Fund desires, either in the form
of a Cash Bid or Standing Bid; and (b) the Fund’s Fee Bid (the “Auction Bid”). The
Fund’s submission may be placed, and may be modified or cancelled, by the Fund at
any time up until the Market Close. A Cash Bid shall be effective for only one
Auction. A Standing Bid shall remain in continuous effect from day to day unless
modified or cancelled by the Fund.
0.Xxxxxxx Bid Dollar Amount. If a Winning Fund places a Standing Bid, the Auction
Program shall calculate the Auction Bid Dollar Amount based on its net
redemptions and its Standing Bid. If a Winning Fund places a Cash Bid but
thereafter reports net redemptions of less than that amount, the Auction Bid Dollar
Amount shall be the amount of its net redemptions. If a Winning Fund places a Cash
Bid but thereafter reports net redemptions equal to or greater than that amount, the
Auction Bid Dollar Amount shall be the amount of the Cash Bid.
5.Automatic Redemptions. If the Fund reports net inflows in its Order Flow Report
and ReFlow holds Shares of the Fund, ReFlow shall automatically redeem an
amount of Shares equal to the lesser of (a) the net number of Shares sold as reported
in the Order Flow Report; or (b) the number of Shares owned by ReFlow. ReFlow
may, in its sole discretion, adopt additional automatic redemption policies, pursuant
to which ReFlow shall redeem Shares, regardless of whether a Participating Fund
remains in a state of net redemptions. Any such policy shall be disclosed on
ReFlow’s website. Any policy shall apply uniformly to all Participating Funds, and
any change to a policy shall apply only in respect of Shares of the Fund purchased
after such policy is disclosed. The Fund shall effect all automatic redemption orders
at the NAV of the Fund calculated at Market Close that day. ReFlow reserves the
right to cancel automatic redemptions at any time prior to Market Close on any
Business Day, provided that it provides notice of the cancellation on its website or
through alternative means specified by ReFlow.
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0.Xxxxxxx Calculations. After all Participating Funds have submitted their Order Flow
Reports, ReFlow shall conduct the Auction. The Winning Fee Rate shall be the
lowest fee rate bid at which the entire Final Auction Amount can be invested. If the
Fund’s Fee Bid is equal to or greater than the Winning Fee Rate, the Fund shall be a
Winning Fund. If the Fund is a Winning Fund, ReFlow shall purchase an amount of
Shares equal to the Auction Bid Dollar Amount if there is sufficient cash available
from the Final Auction Amount after purchasing Shares of other Winning Funds
who submitted higher Fee Bids than the Fund. If there is insufficient cash in the
Final Auction Amount to purchase an amount of Shares equal to the Auction Bid
Dollar Amount, ReFlow shall purchase an amount of Shares up to the amount of
cash remaining in the Final Auction Amount, provided, however, that if the Fund
submits the same Fee Bid as another Winning Fund(s), ReFlow shall purchase
Shares from the Fund and such other Winning Fund(s) on a pro rata basis.
7.Automatic Purchases. If the Fund is a Winning Fund, the Auction Program shall
automatically issue a purchase order to the Fund, which the Fund shall effect at its
NAV determined at the Market Close that day. ReFlow shall have no discretion in
purchasing Shares as determined by the automated Auction process.
0.Xxxxxxx Results. The results of each Auction shall be disclosed to each Participating
Fund on ReFlow’s website.
9.Error Corrections. If the Fund has reported an error in its Order Flow Report, it must
be reported to XxXxxx immediately after the Fund discovers the error. If the error is
discovered prior to the Auction, the Fund shall amend its Order Flow Report to
reflect the corrected information. If the error is discovered after the Auction has
been held, the Fund shall submit the corrected information as soon as possible
thereafter. If the Fund was a Winning Fund in the Auction, and experienced more
net redemptions than previously reported, ReFlow shall issue another purchase order
to the Fund for Shares in the amount of the increase in the Auction Bid Dollar
Amount, which the Fund agrees to accept, at the Winning Fee Rate determined in
the Auction, up to the amount of the cash available as determined by XxXxxx,
subject to an overall limit of share purchases by ReFlow that do not exceed the Final
Auction Amount. If the Fund was a Winning Fund in the Auction, and experienced
less net redemptions than previously reported, ReFlow shall issue a redemption
order to the Fund for the amount of the decrease in the Auction Bid Dollar Amount.
If ReFlow owned Shares of the Fund, and the Fund experienced more net
subscriptions than previously reported, ReFlow shall issue an additional redemption
order to the Fund equal to the lesser of (a) the amount of the error, or (b) the amount
of Shares held by XxXxxx.
10.Late Reports. The Fund shall submit its Order Flow Report to ReFlow no later than
the Morning Deadline each Business Day but subject to change (or later as provided
in Section II.1). If the Fund does not submit its Order Flow Report by such time, the
Auction shall commence and the Fund’s Auction Bid shall not be included in
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calculating the Auction results. If the Fund’s Order Flow Report is submitted after
the Auction, ReFlow shall take the following actions:
a.If the Fund reports net redemptions, and the Fund’s Fee Bid was equal to or
greater than the Winning Fee Bid, ReFlow shall issue a purchase order to the
Fund for Shares in the amount of the Auction Bid Dollar Amount, which the
Fund agrees to accept, at the Winning Fee Rate determined in the Auction, up to
the amount of the cash available as determined by XxXxxx, subject to an overall
limit of share purchases by ReFlow that do not exceed the Final Auction
Amount.
b.If ReFlow owned Shares of the Fund, and the Fund reports net subscriptions,
ReFlow shall issue a redemption order to the Fund equal to the lesser of (i) the
amount of the net subscriptions, or (ii) the amount of Shares held by ReFlow.
11.Transactions Effected Pursuant to Error Corrections and Late Reports. ReFlow shall
purchase Shares of Participating Funds based on error corrections and late reports on
a first come, first served basis, until the cash available as determined by ReFlow
runs out, up until Market Close that day. Purchase and redemption orders from
ReFlow resulting from error corrections and late reports shall occur automatically,
and the Fund shall effect such transactions at the NAV of the Fund determined at the
Market Close that day.
12.Fee Payment. If the Fund is a Winning Fund in an Auction, the Fund shall pay to
ReFlow the Auction Program Fee, which shall equal the Fund’s Fee Bid multiplied
by the aggregate dollar amount of Shares purchased in the Auction.
00.Xxxxxxx Cancellation. ReFlow reserves the right to not hold an Auction on any
Business Day, or to cancel an Auction at any time prior to Market Close. After
Market Close, ReFlow shall not cancel an Auction unless extraordinary conditions
of force majeure make it impossible for ReFlow to conduct the Auction. ReFlow
shall provide notice of any cancellation to all Participating Funds on the ReFlow
website, or if such website is not available, through such other methods as ReFlow
may specify.
14.Voluntary Redemptions. At any time that ReFlow holds Shares, the Fund may
request that ReFlow voluntarily submit a redemption request to the Fund for some or
all of such Shares. Any such request must be received by ReFlow prior to Market
Close. ReFlow shall determine in its sole discretion whether it wishes to honor the
request and submit a redemption request to the Fund.
15.ReFlow Redemptions. As a Fund shareholder, ReFlow has the right to redeem its
Shares at any time. ReFlow may initiate a redemption in the following
circumstances (each a “Compulsory Redemption”):
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a.when the Fund reports net purchases in its Order Flow Report as described in
paragraph II.5 above;
b.after ReFlow has held Shares for a prescribed holding period (currently 8 days);
and
c. when the Fund requests that ReFlow submit a redemption request as described in
paragraph II.14 above.
If ReFlow makes a redemption other than a Compulsory Redemption (such a
redemption a “ReFlow Redemption”) prior to 6 calendar days from the later of (i)
the commencement of the Fund’s participation in the ReFlow Auction Program or
(ii) the date of the previous ReFlow Redemption, ReFlow will refund to the Fund
the Auction Program Fee with respect to the Shares so redeemed.
16.Limits on Purchases of Fund Shares. ReFlow shall not purchase more than the lesser
of (a) 3% of the outstanding voting Shares of the Fund or (b) the number of Shares
that can be purchased subject to the capital or other limits announced from time to
time by ReFlow.
17.Non-acceptance of Bids. Notwithstanding any other provision of this Agreement,
ReFlow shall not be required to accept any Auction Bid (and may rescind any such
Auction Bid after acceptance) that is made by the Fund in violation of any provision
of this Agreement, provided that ReFlow has given the Fund notice of such
violation.
III.Representation and Warranties
1. Each party represents and warrants that:
x.Xx is duly organized and is validly existing and in good standing under the laws
of the jurisdiction of its organization, with full power and authority to own and
operate its property, conduct the business in which it is now engaged and to
execute and deliver and perform its obligations under this Agreement and in
compliance with all applicable law.
b.The execution, delivery and performance by it of this Agreement and other
instruments and agreements contemplated hereby or thereby have been duly
authorized by all requisite corporate action and have been duly executed and
delivered and constitute legal, valid and binding obligations, enforceable against
it in accordance with their respective terms, except as such enforceability may be
limited by applicable bankruptcy laws and any similar laws affecting the rights
and remedies of creditors generally and by general principles of equity.
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c.Neither the execution and delivery of this Agreement, or any instrument or
agreement referred to herein, or contemplated hereby, nor the consummation of
any of the transactions herein contemplated, nor compliance with the terms,
conditions and provisions hereof or thereof by it (i) will conflict with, or result in
a breach or violation of, or constitute a default under, its certificate or articles of
incorporation, declaration of trust, by-laws or similar organizational or charter
documents, (ii) will conflict with, or result in a breach or violation of, or
constitute a default under any contractual obligation or any agreement or
document to which it is a party, or (iii) will violate any applicable law.
2. The Fund represents and warrants that:
x.xx is an open-end management investment company registered under the 1940
Act;
b.the Fund does not impose any sales charges, transaction fees or redemption fees,
or such charges or fees will be waived for ReFlow;
c.the board of trustees of the Fund has determined that the Fund’s participation in
the Auction Program is in the best interest of the Fund and its shareholders; the
board of directors/trustees has authorized the Fund to participate in the Auction
Program, so long as the Fund uses any money obtained through the Auction
Program solely to satisfy redemption requests, and to enter into this Agreement;
and the Fund has provided ReFlow a copy of the board’s resolution(s) to this
effect; and
d.the Fund agrees to comply with all operating procedures and requirements
relating to the operational functioning of the Auction Program, which ReFlow,
in its reasonable discretion, shall from time to time establish and which shall be
a part of this Agreement.
3. ReFlow represents and warrants that:
x.Xx is a private investment company excluded from the definition of “investment
company” under Section 3(c)(7) of the 1940 Act, with one or more series or
classes of Shares or interests not required to be registered under the 1933 Act;
x.Xx shall provide the Fund with copies of all operating procedures and
requirements relating to the operational functioning of the Auction Program;
x.Xx shall not purchase Shares outside of the Auction Program; and
d.The design and operation of the Auction Program, including without limitation
the timing of purchases and redemptions of the Fund’s Shares and the prices at
which such purchases and redemptions shall be effected, are in full compliance
with applicable law, including without limitation the 1940 Act, or ReFlow has
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obtained valid exemptive relief from governmental or regulatory authorities,
including without limitation the Securities and Exchange Commission, sufficient
in all respects to permit the operation of the Auction Program as contemplated
hereby in accordance with all applicable laws.
e.ReFlow acknowledges that (i) the Funds have made available to it their
prospectus, (ii) before investing, XxXxxx should read the prospectus and
carefully consider the investment objectives, risks, charges and expenses of the
Fund and their portfolios and (iii) other than as set forth in this Agreement, it
will be treated the same as all other Fund shareholders.
IV. Miscellaneous
1.Modifications in Writing. No amendment, modification, supplement, termination or
waiver of this Agreement (other than changes in Auction Program operating
procedures) shall be effective unless the same shall be in writing and signed by the
parties to this Agreement. Notice of changes to Auction Program operating
procedures may be given by any means provided in paragraph IV.2 and shall be
effective upon giving such notice. Any waiver of any provision of this Agreement,
and any consent to any departure by any party to this Agreement from the terms of
any provision of this Agreement shall be effective only in the specific instance and
for the specific purpose for which given.
2.Notices, Etc.
a.Except as otherwise expressly provided for in this Agreement, all notices,
demands, instructions and other communications required or permitted to be
given to any party hereto shall be in writing and shall be personally delivered or
sent by first-class, registered, certified or express mail, postage prepaid or by
telecopier or other electronic delivery system, or by prepaid courier service.
Unless otherwise specified in a notice sent or delivered in accordance with the
foregoing provisions of this Section IV.2, notices, demands, instructions and
other communications in writing shall be given to or made upon the respective
parties hereto at their respective addresses (or to their respective telecopies,
numbers or e-mail addresses) indicated below:
If to Fund:
000 Xxxxx Xxxxxxxx Xxxxxx, 00xx Xxxxx
Los Angeles, California 90017-5704
Attn: Xxxx Xxxxx Xxxxx
Email: xxxx.xxxxx.xxxxx@xxxx.xxx
If to ReFlow:
ReFlow Services, LLC
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000 Xxxxxxxxxx Xxxxxx, Xxxxx 0000
San Francisco, CA 94108
E-mail: xxx@xxxxxx.xxx
b.Unless otherwise provided pursuant to any Auction Program operating
procedure, all notices, demands, consents, requests and other communications to
be sent or delivered hereunder shall be deemed to be given or become effective
for all purposes of this Agreement as follows: (i) when delivered in person,
when given; (ii) when sent by mail, when received by the person to whom it is
sent, unless it is mailed by registered, certified or express mail, in which case it
shall be deemed given or effective on the earlier of the date of receipt or refusal;
and (iii) when sent by email or other form of electronic transmission shall be
deemed to be given or effective when receipt of such transmission is
acknowledged, electronically or otherwise.
3.Execution in Counterparts. This Agreement may be executed in any number of
counterparts.
4.Indemnification. The Fund shall indemnify and hold harmless ReFlow and each
officer, employee and agent of ReFlow from and against any and all claims,
demands, actions, losses, damages, liabilities, or reasonable costs (excluding
attorneys’ fees), charges, and expenses of any nature (“Losses”) arising out of (i)
any material breach by the Fund of any representation, warranty, covenant, or
agreement contained in this Agreement and (ii) any action taken or omitted to be
taken by ReFlow pursuant to this Agreement, except to the extent such Losses result
from ReFlow’s breach of this Agreement, bad faith, willful misconduct, or
negligence, except as may otherwise be required by applicable U.S. law. To the
extent that any Losses relate to a particular Fund portfolio, only such portfolio shall
have any liability or obligation to provide any indemnification (i.e., liability shall be
on a several basis).
ReFlow shall indemnify and hold harmless the Fund and each officer, employee and
agent of the Fund from and against any and all Losses arising out of (i) any material
breach by ReFlow of any representation, warranty, covenant or agreement contained
in this Agreement and (ii) any action taken or omitted to be taken by the Fund
pursuant to this Agreement except to the extent such Losses result from the
Fund’s breach of this Agreement, bad faith, willful misconduct, or negligence,
except as may otherwise be required by applicable U.S. law.
5.Binding Effect; Assignment. This Agreement and the various representations and
covenants set forth herein shall be binding upon the parties hereto and their
respective successors and assigns, and inure to the benefit of the parties hereto and
their respective successors and assigns. Nothing contained in this Agreement shall
confer upon any person other than the parties and their respective permitted
successors, assigns and nominees, any rights, remedies, obligations or liabilities
under or by reason of this Agreement.
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6.Governing Law. This Agreement shall be deemed to be a contract made under the
laws of the State of California and for all purposes shall be governed by and
construed in accordance with the laws of said state without regard to its conflicts of
laws provisions.
7.Arbitration. The parties agree that any dispute or controversy arising out of or
relating to this Agreement, or the interpretation or enforcement hereof, except as set
forth herein, shall be settled by arbitration by a panel of three arbitrators in
accordance with the rules, then in effect, of the American Arbitration Association;
provided, however, that the arbitrators shall be experienced in the matters under
dispute, and the power of the arbitrators shall be limited to interpreting and
enforcing this Agreement as written. Judgment upon any award made by the
arbitrators will be final and binding and may be entered in any court of competent
jurisdiction.
8.Severability of Provisions. Any provision of this Agreement which is prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the
extent of such prohibition or unenforceability without invalidating the remaining
provisions hereof or affecting the validity or enforceability of such provision in any
other jurisdiction.
9.Confidentiality. Unless otherwise required by applicable law, ReFlow agrees to
maintain the confidentiality of all Order Flow or other information regarding the
Fund and all other information disclosed to it by the Fund (“Confidential
Information”), provided that Confidential Information may be disclosed (i) to
permitted assignees to the extent such disclosure is consented to in writing by all
parties to this Agreement, (ii) to third parties to the extent such disclosure is
consented to in writing by all parties to this Agreement, (iii) to the officers, partners,
directors and employees, legal counsel and internal and external auditors of ReFlow,
or (iv) in response to a lawful requirement of any regulatory authority exercising
supervisory jurisdiction over the disclosing party or its affiliates.
10.Termination. This Agreement may be terminated, without penalty, by either party
upon thirty (30) days written notice to the other; provided, however that Paragraph
IV. 9 shall survive any such termination and all provisions of this Agreement shall
survive such termination, with respect to any Shares purchased prior to such
termination, until such Shares are redeemed. Notwithstanding anything contained
herein, ReFlow shall be required to fully redeem from the Fund prior to termination
of the Agreement if such redemption has not occurred.
11.Force Majeure. Neither party nor its affiliates shall be liable to the other for any
damage, claim or other loss whatsoever caused by circumstances or events beyond
its reasonable control.
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12.Expenses. The Fund shall pay ReFlow for any expenses (of a nature and in an
amount previously agreed to by the Fund in writing) incurred by ReFlow on behalf
of the Fund, including, but not limited to, expenses for wiring of funds.
13.Headings. The headings in this Agreement are solely for ease of reference and shall
not be used in determining the meaning hereof.
14.Entire Agreement. This Agreement contains the entire understanding among the
parties with respect to the subject matter hereof and supersedes all prior agreements,
and this Agreement may only be amended by a written instrument executed by the
parties.
Limitation of Liability. ReFlow acknowledges that it has received notice of and accepts the
limitations upon the Fund’s liability set forth in its Agreement and Declaration of Trust. ReFlow
agrees that any of the Fund’s obligations shall be limited to the assets of the Fund and that ReFlow
shall not seek satisfaction of any such obligation from the shareholders of the Fund nor from any
Fund affiliate, officer, employee or agent of the Fund.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their
respective officers thereunto duly authorized, as of the date first above written.
Hotchkis and Wiley Funds, on behalf of Each of the Funds listed on Appendix A | ReFlow Fund, LLC By ReFlow Services, LLC, Its Manager |
By: /s/ Xxxx Xxxxx Xxxxx Date: August 22, 2024 Name: Xxxx Xxxxx Xxxxx _______________ Title: President | By: /s/ Xxxxxxx Xxxxx Xxxx: 08/22/2024 Name: Xxxxxxx Xxxxx Xxxxx: President and CEO |
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APPENDIX A
Dated as of August 22, 2024
List of Series and Classes of the Fund to which Agreement Applies
Fund | Symbol | Share Class | CUSIP |
Hotchkis & Wiley Large Cap Disciplined Value Fund | HWCAX | Class A | 00000X000 |
Hotchkis & Wiley Large Cap Disciplined Value Fund | HWCIX | Class I | 00000X000 |
Hotchkis & Wiley Large Cap Fundamental Value Fund | HWLAX | Class A | 00000X000 |
Hotchkis & Wiley Large Cap Fundamental Value Fund | HWLIX | Class I | 00000X000 |
Hotchkis & Wiley Large Cap Fundamental Value Fund | HWLZX | Class Z | 00000X000 |
Hotchkis & Wiley Mid-Cap Value Fund | HWMAX | Class A | 00000X000 |
Hotchkis & Wiley Mid-Cap Value Fund | HWMIX | Class I | 00000X000 |
Hotchkis & Wiley Mid-Cap Value Fund | HWMZX | Class Z | 00000X000 |
Hotchkis & Wiley Small Cap Value Fund | HWSAX | Class A | 00000X000 |
Hotchkis & Wiley Small Cap Value Fund | HWSCX | Class C | 00000X000 |
Hotchkis & Wiley Small Cap Value Fund | HWSIX | Class I | 00000X000 |
Hotchkis & Wiley Small Cap Value Fund | HWSZX | Class Z | 00000X000 |
Hotchkis & Wiley Value Opportunities Fund | HWAAX | Class A | 00000X000 |
Hotchkis & Wiley Value Opportunities Fund | HWACX | Class C | 00000X000 |
Hotchkis & Wiley Value Opportunities Fund | HWAIX | Class I | 00000X000 |
Hotchkis & Wiley Value Opportunities Fund | HWAZX | Class Z | 00000X000 |
Hotchkis & Wiley High Yield Fund | HWHAX | Class A | 00000X000 |
Hotchkis & Wiley High Yield Fund | HWHIX | Class I | 00000X000 |
Hotchkis & Wiley High Yield Fund | HWHZX | Class Z | 00000X000 |
Hotchkis & Wiley Global Value Fund | HWGAX | Class A | 00000X000 |
Hotchkis & Wiley Global Value Fund | HWGIX | Class I | 00000X000 |
Hotchkis & Wiley Small Cap Diversified Value Fund | HWVAX | Class A | 00000X000 |
Hotchkis & Wiley Small Cap Diversified Value Fund | HWVIX | Class I | 00000X000 |
Hotchkis & Wiley Small Cap Diversified Value Fund | HWVZX | Class Z | 00000X000 |
Hotchkis & Wiley International Value Fund | HWNIX | Class I | 00000X000 |
Hotchkis & Wiley International Small Cap Diversified Value Fund | HWTIX | Class Z | 00000X000 |
HW Opportunities MP Fund | HOMPX | 00000X000 |
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Acknowledged and Accepted:
Hotchkis and Wiley Funds, on behalf of the Above Funds | ReFlow Fund, LLC By ReFlow Services, LLC, Its Manager |
By: /s/ Xxxx Xxxxx Lopez Date: August 22, 2024 Name: Xxxx Xxxxx Lopez Title: President ______________________________ | By: /s/ Xxxxxxx Xxxxx Date: 08/22/2024 Name: Xxxxxxx Xxxxx Xxxxx: President and CEO |
