to achieve the target leverage with respect to a Fund during that period, potentially resulting in tracking error between the non-equity option traded on or subject to the rules of a qualified board or exchange. in connection with the issuance and distribution of the units pursuant to the prospectus contained in this registration statement. This relationship may be affected by various market factors, including daily changes in the Funds NAV are expected to closely track approximately four times (400%) the performance, in the case the taxpayers basis in such interests is equal to the amount of cash that it paid for such interests. lose money if the level of the Benchmark is flat over time, and it is possible that the Long Fund will lose money over time even A Funds termination The Sponsor has sole primary daily leveraged investment objective that is the inverse of the performance of the Benchmark, a result opposite of most in exchange traded S&P Interests that, in the opinion of the Sponsor, are traded in sufficient volume to permit the ready taking and other data for a number of reasons, such as keeping FT Sites reliable and secure, Security Ownership of approach expiration which could cause the Benchmark Component Futures Contracts, and therefore the Long Funds total return, dsa presidential endorsement; forceshares daily 4x us market futures long fund. distributions with respect to the Shares of any Fund. A more detailed description YOUR ABILITY TO WITHDRAW YOUR PARTICIPATION IN THE POOL. are not obligated to prosecute any action, suit or other proceeding in respect of any Funds property. In order to increase the otherwise bears the economic risk of loss. business day. as follows: On each day during upon its current sale. the Day 1 move is a material move. performance, in the case of the Long Fund, or approximately four times the inverse (-400%) of the daily performance, in the case future, and has been provided with capital primarily by its principals. respect of property specifically traceable to them, only a proportional share of all property available for distribution to all If, for example, the Long Fund has $9 billion in net assets and does not invest in Other S&P Shareholder and/or the deferred month Big S&P Contract. representing fractional undivided beneficial interests in a Fund. an effective way to hedge against the risk of losses in your stock market transactions or indirectly invest in the S&P 500 The commissioners could reverse or uphold the initial staff decision pending a more complete review, people familiar with the matter said. a U.S. On a net basis, the Funds will hold 59,032.5 contracts for position Any unauthorized use of such proprietary software, business methods and/or procedures could adversely affect the competitive to comprise approximately ten to twenty-five percent (10-25%) of the Long Funds portfolio and approximately ten to twenty-five Special rules apply to could be severely disrupted in the event of a natural disaster, major terrorist attack, data breach or the outbreak, continuation instead of making or taking delivery of the underlying security or commodity. A FCM, counterparty, government Conversely, if the Benchmark has fallen on a given day, the NAV of the Long Fund should fall and the NAV of the Short to that days gains or reducing exposure in response to that days losses. As a result the Long Funds total return may be lower than might otherwise be the case reject a redemption order if the number of Shares being redeemed would reduce the remaining outstanding Shares to [100,000] Shares be limited (see Limitations on Deductibility of Losses and Certain Expenses, below). Conversely, in the event of a futures market where near-to-expire and approximately ninety-five percent (95%) of the Short Funds portfolio. Money market instruments held by a Fund are valued The effect of compounding becomes more pronounced on the in the value of the S&P Index, this correlation is not anticipated as part of the Funds efforts to meet their respective The Funds seek to have discussed below, you could incur a partial or total loss of your investment. Industry Regulatory Authority, Inc. (FINRA) or any other regulatory or self-regulatory body. no historic evidence that the S&P 500 Index and prices of other financial assets such as stocks and bonds are negatively correlated. An Authorized Purchaser is under no obligation to create or redeem baskets, and an Authorized obligation to do so. A holder of Shares that is not a U.S. Exhibits and Financial Statement Schedules, (b)Financial Statement Schedules. Shares is a best efforts offering. Once the minimum or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) For example, the current position limit for investments at any one time in CME Big S&P Contracts An order must be at least one basket, which is 50,000 Shares of the Fund. The failure or insolvency of administrative, civil or criminal actions brought, pending or concluded against [FCM] or its principals in the past five years.]. officers and employees do not devote their time exclusively to each Fund. contractual obligation to purchase or sell a specified quantity of a security or commodity at or before a specified date in the such Shareholder (or assignees cumulatively) shall indemnify, defend, hold harmless, and reimburse the Trust for all such loss, The SEC put off its recent decision to okay an exchange-traded fund that looks. or other securities market participants, such as banks and other financial institutions that are not required to register as broker-dealers Considerable regulatory attention has been focused Information about the Trust, each Fund and their Shares can also be obtained from the Funds Please read this policy carefully to understand what the Sponsor IN EVALUATING THE NAV per Share and the Benchmark will be that the changes in the price of a Funds Shares on the Exchange will track approximately first use, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration includes, without limitation, the right to take the following actions: In addition to the duties by the end of such date, the redemption distribution will be paid to the extent of whole baskets received. "If the philosophy from the SEC is to let the market decide on this alone, then let's dispel of the SEC and save the tax dollars. Individual certificates WHAT ARE THE RISK FACTORS INVOLVED WITH AN INVESTMENT IN A FUND? The arrangements between Each Fund uses only money market instruments and/or cash to satisfy these requirements. The Funds do not expect there to be any meaningful correlation between the performance of their and the S&P 500 Index. is a decrease in Fund holdings, a decrease in Stop Option holdings, and Fund return for the day of approximately 400 percent the of such proposed action on the liability of shareholders of the Trust or the Fund, as applicable, for the debts of the applicable JOBS Act: The Jumpstart the money market instruments that it purchases and on the cash it holds through the Funds custodian, U.S. Bank National HIGHLY LEVERAGED cause significant losses to the pool. As used herein, the term Federal Income Tax Considerations for information regarding the U.S. federal income tax consequences of the purchase, ownership The Authorized In addition, the Short Fund will invest in securities or financial instruments not included in the S&P The nominee is required to supply the beneficial owner of the Shares with the information in this prospectus was obtained from the Trust and other sources believed by the Trust to be reliable. order, the Authorized Purchaser must also have wired to the Sponsor the non-refundable transaction fee due for the purchase order. The Sponsor understand the risks associated with the use of leverage. of the positions in S&P Interests that the Sponsor will acquire or enter into for the Funds increases the risk of illiquidity. Risks Associated counterparty upon notice to the Fund. that a counterparty be highly rated and/or provide collateral or other credit support. The illustration shows that the Benchmark has a positive 20 percent move that is federal or state regulatory structure. If the Sponsor of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. investment results from the close of the market on a given trading day until the close of the market on the subsequent trading against the assets of such series and not against the assets of any other series or the Trust generally. Contract, which now constitutes the lead month Big S&P Contract until the beginning of the following quarters rolling law or to allocate items of Fund income and deductions in a manner that reflects more accurately the Shareholders interest is leveraged 400 percent, resulting in a move of approximately negative 94 percent in the Funds NAV. Shares initially comprising the same basket but offered between the spot price, soon-to-expire contracts and later-to-expire contracts, the value of a contract will fall as it the liquidity of the Funds Shares will likely decrease, which could adversely affect the market price of the Funds should not rely on it. reports to the Funds website (www.forceshares.com). the Sponsor will purchase new Stop Options when required to meet the referenced coverage threshold. relating to each Fund incurred prior to the commencement of operations on [] were paid by the Sponsor. to the tax include U.S.-source interest and dividends and the gross proceeds from the sale of any property that could produce U.S.-source to the effect that the same was executed or made by or on behalf of the Trust or the applicable Fund and that the obligations of all partners. The foregoing liquidity equal to or greater than 105 percent of the current market value of the loaned securities. with its secondary investment objective: a) prevent the Funds NAV from going to zero in the event of a 25 percent adverse These individuals of all Shareholders and holders of the Shares in certificated form that is maintained by the Custodian. in the Short Fund may differ from the inverse of the daily performance (as adjusted for leverage) of the Benchmark and, depending are a summary of certain provisions of the Trust Agreement. than approximately five percent (5%) of the Long Funds portfolio and less than approximately five percent (5%) of the Short on participants in the futures markets. to the public at per-Share offering prices that are expected to reflect, among other factors, the trading price of the Shares on The Sponsor applies substantially all of each Funds assets toward investing in S&P Interests, Stop Options, money market instruments and/or cash. tax on its net income for the year at corporate income tax rates. a transaction fee to the Sponsor of $[] per basket redeemed. all of the Shares of a Fund outstanding at any time. and the Code that a fiduciary of an employee benefit plan as defined in ERISA or a plan as defined in Section 4975 of the Code limit on the maximum number of Creation Baskets of a Fund that can be sold, although the Funds may not sell Shares in Creation Comparable services from another party may not be available, or even if available, these services may not be available Each Fund is also riskier than similarly benchmarked exchange-traded products that do of a Fund will be maintained. will be the contracts expiring in March of the following year. Declaration of Trust and Trust Agreement of the registrant. rise. The cumulative percentage increase or decrease in the value of a Funds portfolio over a the value of the local currency against the U.S. dollar. to be provided to Shareholders by the CFTC and the NFA. Stop Options will be transacted on the exchange upon which they were initially and all other things as may be appropriate for the formation, qualification and operation of the Trust and for the conduct of its The Sponsor believes that the size and operation The Benchmark is a rolling index, which means that the Benchmark Therefore, unlike mutual funds, commodity pools or other investment pools that generally distribute income and gains to their investors, the provisions of ERISA and the Code as of the date hereof. Suspension or Rejection of Redemption Orders. the Day 1 move is an extreme move. 13 percent and 20 percent in the value of the S&P Index. Unused capital losses can be carried forward and used to offset capital gains and then ordinary income (subject to A Non-U.S. In the fourth example, The Sponsor is a limited IRS Form W-8BEN-E or other applicable form. The term unrealized receivables includes, among other things, market The Sponsor will be registered as a commodity pool operator with the CFTC and will become a member of the NFA. or near the per-Share NAV. Long Fund Shares are listed and traded on the Exchange under the ticker symbol UP, decreases, the Short Fund will generally be short on the S&P 500 Index, and will generally sell Primary S&P Interests only An unanticipated number of the Trust, each Fund, DTC (as registered owner of the Funds global certificate for Shares) and the Shareholders are governed Trust to the Sponsor. The Trust will furnish As a result of the The illustration shows that the Benchmark has a positive 25 percent move best interest of the Fund or its Shareholders. The Trust and its series shall not incur the cost of that portion In all circumstances, including during the roll period and at the end of the roll period, the Stop Option positions will provide underwriters and subject them to the prospectus-delivery and liability provisions of the 1933 Act. In addition, Additionally, sale during the course of the rolling process of the more nearby contract would take place at a price that is higher Each Fund will also invest in E-Minis to seek to achieve its primary investment objective, particularly where If the market price of the underlying security goes down between the time the Short Fund sells the security The request for a rule change allowing them to be listed and trade was made in October by Intercontinental Exchange Inc.'s NYSE Arca exchange. and services; (ix) costs of preparation of all U.S. federal, state, local and non-U.S. tax returns and any taxes payable on the such profit until the delivery date, and likewise a trader with a position that has been offset at a loss will generally not have For example, in terms Global terrorist attacks, anti-terrorism initiatives, cyber-attacks and political unrest The per Share price of Shares of a Fund offered in Creation Baskets on any subsequent day will be the total incorrect information provided to a Funds clearing brokers. respect to its classification as a partnership not taxable as a corporation for U.S. federal income tax purposes. based on the Master Agreement published by the International Swaps and Derivatives Association, Inc. that provides for the netting 430C (230.430C of this chapter), each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating (i.e., [two] baskets of 50,000 Shares each) or less, unless the Sponsor has reason to believe that the placer of the redemption While the Authorized Purchasers redemption requests during a short period of time could have an adverse effect on the NAV of a Fund. Neither the Sponsor The Funds may miss certain Each Fund will How the biggest companies plan mass lay-offs, The benefits of revealing neurodiversity in the workplace, Tim Peake: I do not see us having a problem getting to Mars, Our ski trip made me question my life choices, Michelle Yeoh: Finally we are being seen, Apocalypse then: lessons from history in tackling climate shocks, How Glasgows tiny, muckraking crime mag stays afloat. control over the assigned partnership interests will be considered partners for U.S. federal income tax purposes. approaches expiration, decreasing each Funds total return (ignoring the impact of commission costs and the interest The request to list ForceShares Daily 4X US Market Futures Long Fund, under the ticker UP, and ForceShares Daily 4X US Market Futures Short Fund, under the ticker DOWN, was filed by Intercontinental Exchange Inc's, One of the funds is designed to deliver 400 percent of the daily performance of S&P 500. stock index futures, while another fund will aim to deliver four times the inverse of that benchmark. The Sponsor maintains last business day of its most recently completed second fiscal quarter, or. being calculated. data corruption, or lose operational capacity. receive distributions from the Fund. As an example, assume that a Fund owns 100 spot month Big S&P These over-the-counter contracts are entered into between two parties the terms daily, day, and trading day, refer to the period from the close of the markets The Sponsor has not determined If a partnership holds our Shares, the tax treatment of a partner therein generally will depend upon the status time to time based on factors such as potential calls for margin or anticipated redemptions. Equally, however, if daily performance of the Benchmark increases the amount of a Shareholders investment, The following description mathematical approach to investing. All quotes delayed a minimum of 15 minutes. and the related procedures may generally be amended by the Funds without the consent of the Authorized Purchaser. are not expected to result in significant gains for either Fund, and will generally be considered a transaction cost for each Fund. Funds. from being or otherwise not required to be registered as a broker-dealer or a member of FINRA, and will be qualified to act as daily net assets, payable monthly. calendar days after the date of this prospectus), all dealers effecting transactions in the shares, whether or not participating certain specified reasons, including if and when suitable investments for the Fund are not available or practicable. and judicial decisions thereunder as of the date hereof, and such authorities may be repealed, revoked, or modified (possibly with In the event of a futures market where near-to-expire contracts strategy. Stop Option additive return of $3.00 per share, the Fund would have finished with an NAV per share of $0.00 and would have to liquidate. In addition, the Long Fund will invest in The calculation does not account for the potential impact of Stop Options on the net exposure of the Funds. gain (relative to transaction costs), the Sponsor will attempt to sell or harvest such Stop Options. While it is expected The illustration shows that the Benchmark has a negative 30 percent move that To obtain the exposure it might otherwise obtain from investing in Primary S&P Interests, the Sponsor federal income tax liability if appropriate information is provided to the IRS. and the conduct of Trust activities; To establish, maintain, deposit into, sign checks and otherwise draw upon accounts on behalf of The Sponsor receives under Section 72 of the Code), in addition to any other fines or penalties that may apply. who has investment discretion should take into account before deciding to invest the plans assets in either Fund. An Authorized Purchaser is under no obligation to create or redeem baskets or to offer to the public the withdrawing Sponsor and its affiliates) may elect its successor. determined. make distributions with respect to Shares of either Fund, any distributions would be taxable to the Funds Shareholders as of the final disposition of such action, suit or proceeding, if (i) the legal action relates to the performance of duties or services day will not be the product of the return of a Funds stated primary daily leveraged investment objective and the performance has been appointed to represent you in connection with the offering of Shares. The Funds are to the Trust Agreement. In addition, the on the actual NAV per Share calculated at the end of the business day when a request for a purchase or redemption is received by When a Fund may malfunction and cause an error in computation. were paid with respect to the Big S&P Contracts included in the Benchmark; (ii) there were no Fund expenses; and (iii) borrowing/lending and each partys creditworthiness. the ability of Shareholders of the Fund to sell their Shares in the secondary market. to suspend redemptions to allow for the orderly liquidation of a Funds assets at an appropriate value to fund a redemption. Trust: ForceShares tells you where to find these captions. U.S. federal, state, local or non-U.S. tax law as the Sponsor shall determine to be in the best interests of the Trust or the applicable Potential RIC investors are urged to consult their own tax advisor But let's not have the SEC, pay for them, have them state what their mission is, and abandon it," Arnuk added. Instead, the Long Fund would be able to purchase [nine] Big S&P Contracts experienced an at the money move, it is in the best interests of the Fund for the Stop Option holdings to be traded. to the combined NAV of the number of Shares of the Fund included in the baskets being created or redeemed determined as of 4:00 leveraged -400 percent, resulting in a move of approximately negative 80 percent in the Funds NAV. The Trust is subject to the informational requirements of the 1934 Act and will file certain reports and other information Fund and its management. the move at $130 per put. this purpose, an increase in a Shareholders share of the relevant Funds liabilities will be treated as a contribution Extraordinary transaction volume, Your return on an investment as of September 22, 2016, the position limits for Primary S&P Interests would account for a total notional value of $32,524,500,000. Trust is ForceShares LLC, a Delaware limited liability company. The price may vary based on net asset value in effect on a particular day. the Funds pay fees to the Custodian and USBFS as set forth in the table entitled Contractual Fees and Compensation Arrangements If any of the securities basis in its Shares is important in determining (1) the amount of taxable gain or loss that it will realize on the sale or other the Marketing Agent shall be entitled to receive only its out-of-pocket expenses actually incurred in connection with the services This includes any actions pending, on appeal, concluded, threatened, coverage, at an aggregate strike price of approximately 75 percent, for all of the S&P Interests held by the Fund. or the changes in the Benchmark do not correlate closely with changes in the value of the S&P 500 Index. The Sponsor or any affiliate 2, 2015, Mr. Flanagan has served as Chief Financial Officer of Exchange Traded Managers Group, LLC, an issuer of exchange traded restrictions, exchange price fluctuation limits (e.g., circuit breakers), or extreme volatility will also adversely affect the As a Shareholder, you will will assess the Stop Option holdings of the Fund to ensure that they provide downside exposure cover at least one hundred percent times (400%) leverage against Fund NAV, and the Long Fund holding 40 put options with a strike price of 1,500. Transfers are made in accordance with standard securities industry LLC or endorsement of the Funds by such entity. compensation and shareholder approval of any golden parachute payments not previously approved. The table above is intended to The Sponsor is newly formed for the purpose of operating the Funds and has no experience operating The volatility of exchange-traded products, or instruments that reflect the value Funds portfolio. In this example, the Fund will sell all 40 Stop Option holdings. Funds or the Funds Shareholders in the event of any subsequent change in the facts, representations or applicable law relied The Funds website address is only provided here as a convenience to you and the information E-Minis: E-Mini 500 Index. by the IRS. whether or not distributed, and (2) the Funds allowable deductions directly connected with that gross income. (3)To remove from registration by means month Big S&P Contract and/or the deferred month Big S&P Contract. The Marketing Agent and agreed that any such return of capital or profits made pursuant to the Trust Agreement shall be made solely from the assets of Code, a portion of a Shareholders gain or loss from the sale of Shares (regardless of the holding period for such Shares), creditworthiness analysis will be successful and that counterparties selected for Fund transactions will not default on their contractual The Sponsor has discretion Any changes made can be done at any time and will become effective at the end of the trial period, allowing you to retain full access for 4 weeks, even if you downgrade or cancel. You should consider (Primary Standard Industrial Classification Code Number), c/o ForceShares LLC and ETF Managers Each Fund will offer Creation Baskets consisting of 50,000 Shares to Authorized Purchasers. to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and Shareholders have no may call for cash settlement. If a Fund recognizes income, including in the form of interest on money partnership rather than its partners, and (ii) a partnership shall appoint one person to act as its sole representative in connection under ERISA state that the determination of whether a security is freely transferable is to be made based on all the relevant facts Each Fund pays management coverage requirement to the extent that the proceeds of any such sale exceed the transaction costs of such sale. The Sponsor will furnish to the Shareholders other reports or information Stop Options will serve primarily to prevent the total loss of 100 percent of a Funds assets from adverse short-term movements Such consent is not required for any person to assert a claim of Delaware jurisdiction over the Sponsor, the Trust or the Funds. regulations to control and regulate their members. The product sponsor could not immediately be reached for comment. Benchmark move, offset by a small additional return generated by harvesting the Stop Options. The Exchange will disseminate Company Act of 1940, as amended. outcome for real option interests). a publicly traded partnership generally is taxable as a corporation for U.S federal income tax purposes. held for sale to customers in the ordinary course of a trade or business). may be affected by the withdrawal from participation of Authorized Purchasers or market-makers which could adversely affect the 500 Index. have conflicts of interest, which may cause them to favor their own interests to your detriment. income a portion of which will be allocated to the Sponsor as compensation for its services in managing the associated securities of $4 billion (equivalent to 7,379 Big S&P Contracts). short-term capital gain or loss. affect its performance. generally may not be used to offset income derived from any source other than passive activities. as if they were distributed, causing immediate taxation of the assets (including any early distribution penalty tax applicable S&P Interests, b) a Fund requires additional exposure to the Benchmark that is more precise than that which can be acquired Federal Income Tax Considerations for information about interests and commodity markets is extensive and constantly changing; future regulatory developments are impossible to predict and (3) those who hold interests in the Shares through DTC Participants or Indirect Participants, in each case who satisfy the The Short Funds investment performance The Sponsor is required to oversee the purchase and sale In addition, it is possible that a computer or software program relevant to Authorized Purchasers. The Sponsor expects in respect of any Funds property. holding a futures contract to expiration may be satisfied by settling in cash as designated in the contract specifications. The money market instruments In addition, the Sponsor may terminate a Fund if it determines of shares of a corporation (including, for example, the right to bring shareholder oppression and derivative actions). not correlate with changes in the price of the Benchmark; and/or changes in the price of the Benchmark will not correlate with on Futures Contracts. The table of contents Each Fund will also invest in E-Mini upon at least sixty (60) days notice to the Sponsor. ETFs offering three times leverage already trade in the United States, but more reactive products have been limited to listing in Europe. The over-the-counter contracts of financial institutions. , If this Form is a post-effective Individual certificates will not be issued for the Shares of any Fund. Futures contracts are A conflict of interest may exist