Common Contracts

19 similar Agreement and Plan of Reorganization contracts by Advisor Managed Portfolios, Listed Funds Trust, Advisors' Inner Circle Fund II

Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue, NW Washington, DC 20004-2541 www.morganlewis.com
Agreement and Plan of Reorganization • July 2nd, 2024 • Advisors' Inner Circle Fund II
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Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Morgan, Lewis & Bockius LLP1111 Pennsylvania Avenue, NW Washington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • June 27th, 2024 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Re: Agreement and Plan of Reorganization, dated as of the date hereof (the “Agreement”), by and among (i) Advisor Managed Portfolios, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its respective series identified on Exhibit A...
Agreement and Plan of Reorganization • October 18th, 2023 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Funds and the Target Funds that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to

Re: Agreement and Plan of Reorganization, dated as of the date hereof (the “Agreement”), by and among (i) Adviser Managed Trust, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its series, the Miller Income Fund (the “Acquiring...
Agreement and Plan of Reorganization • October 16th, 2023 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Fund and the Target Fund that will consist of: (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with are referred to herein as the “Reorganization”).

Re: Agreement and Plan of Reorganization, dated as of the date hereof (the “Agreement”), by and among (i) Adviser Managed Trust, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its series, the Bramshill Income Performance Fund (the...
Agreement and Plan of Reorganization • October 16th, 2023 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Fund and the Target Fund that will consist of: (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with are referred to herein as the “Reorganization”).

Re: Agreement and Plan of Reorganization, dated as of the date hereof (the “Agreement”), by and among (i) Adviser Managed Trust, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its series, the Patient Opportunity Trust (the “Acquiring...
Agreement and Plan of Reorganization • October 10th, 2023 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Fund and the Target Fund that will consist of: (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with are referred to herein as the “Reorganization”).

Re: Agreement and Plan of Reorganization, dated as of the date hereof (the “Agreement”), by and among (i) Adviser Managed Trust, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its series, the Regan Total Return Income Fund (the...
Agreement and Plan of Reorganization • September 29th, 2023 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Fund and the Target Fund that will consist of: (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with are referred to herein as the “Reorganization”).

Re: Agreement and Plan of Reorganization, dated as of the date hereof (the “Agreement”), by and among (i) Advisor Managed Portfolios, a Delaware statutory trust (the “Acquiring Entity”) on behalf of its respective series identified on Exhibit A...
Agreement and Plan of Reorganization • September 27th, 2023 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section 8.4 of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Fund and the Target Fund that will consist of, with respect to each Acquiring Fund and the corresponding Target Fund (as set forth in Exhibit A hereto): (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the corresponding Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with respect to ea

Morgan, Lewis & Bockius llp1111 Pennsylvania Avenue, NWWashington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • September 12th, 2023 • Advisor Managed Portfolios

This opinion is furnished to you pursuant to Section [8.4] of the Agreement. You have requested our opinions as to certain U.S. federal income tax consequences of the reorganization of the Acquiring Fund and the Target Fund that will consist of: (A) the Acquiring Fund acquiring the Assets (as such term is defined in Section 1.1(b) of the Agreement) of the Target Fund solely in exchange for (i) shares of the Acquiring Fund of equal value to the net assets of the Target Fund and (ii) the assumption of the Liabilities (as such term is defined in Section 1.1(c) of the Agreement), (B) the Target Fund immediately distributing such shares of the Acquiring Fund to shareholders of the Target Fund, and (C) followed immediately by the complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Agreement (the foregoing transactions with are referred to herein as the “Reorganization”).

Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue, NW Washington, DC 20004-2541 www.morganlewis.com
Agreement and Plan of Reorganization • April 3rd, 2023 • Listed Funds Trust
Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue, NW Washington, DC 20004-2541 www.morganlewis.com
Agreement and Plan of Reorganization • October 28th, 2022 • Listed Funds Trust
Morgan, Lewis & Bockius llp1111 Pennsylvania Avenue, NWWashington, DC 20004-2541www.morganlewis.com
Agreement and Plan of Reorganization • October 21st, 2022 • Listed Funds Trust
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