August 24, 2018Investment Managers Series Trust • September 7th, 2018
Company FiledSeptember 7th, 2018This opinion is furnished to you pursuant to paragraph 8.5 of the Agreement and Plan of Reorganization (the “Agreement”), dated as of August 24, 2018, by and among Forum Funds II, a Delaware statutory trust (the “Acquired Trust”), on behalf of Phocas Real Estate Fund, a series thereof (the “Acquired Fund”), and Investment Managers Series Trust, a Delaware statutory trust (the “Acquiring Trust”), on behalf of AAM/Phocas Real Estate Fund, a series thereof (the “Acquiring Fund”). All capitalized terms not otherwise defined herein have the meanings ascribed to them in the Agreement. The Agreement contemplates (1) the transfer of all the assets of the Acquired Fund to the Acquiring Fund in exchange for (a) the issuance to the Acquired Fund of a number of Acquiring Fund Shares, having an aggregate NAV equal to the aggregate NAV of the Acquired Fund attributable to the Acquired Fund Shares, as determined in the manner set forth in paragraphs 2.1 and 2.2 of the Agreement, and (b) the assumptio