by supranational organizations, securities
issued or guaranteed by foreign governments, asset-backed, mortgage-related and mortgage-backed
securities (“MBS”) (residential or commercial) (and which may include “to be announced” (“TBA”) transactions) and other debt securities. Mortgage-related and MBS may be structured as collateralized mortgage obligations
(“CMOs”) (agency and non-agency), stripped MBS (mortgage securities split into
interest-only and principal only securities), commercial mortgage-backed securities (“CMBS”), or mortgage pass-through securities (interests in securities representing pools of mortgages). These securities may be structured such
that payments consist of interest-only, principal-only or principal and interest. The instruments
in which the Fund invests may pay fixed, variable, or floating interest rates and may consist of
zero-coupon securities, convertible securities, inflation-linked securities (including Treasury
Inflation Protected Securities), repurchase agreements, privately-issued (Rule 144A) securities,
structured notes, collateralized loan obligations (“CLOs”), loan participations, loan
assignments and other securities and instruments bearing fixed or variable interest rates. As part of its principal investment strategy, the Fund may invest in fixed and floating rate debt securities issued in
developed and emerging markets. These securities may include debt securities issued by
governments and their agencies, state and provincial governmental entities, supranational
organizations, corporations, and banks. The Fund may also invest in foreign securities, including
emerging market securities, that are U.S. dollar denominated or non-U.S. dollar denominated, and the Fund may seek to hedge such securities’ currency exposure to the U.S. dollar. The Fund may also invest in other
investment companies, such as open-end, closed-end and exchange-traded funds, and other pooled
investment vehicles, which may include private funds.
For purposes of the 80% investment policy, the Fund will treat an investment in derivatives as an investment in the securities underlying such derivatives and will value
such derivatives at market value. The Fund will provide shareholders with at least 60 days’
prior notice of any change to its 80% investment policy.
Under normal circumstances, the Fund will invest in a number of different countries around the world, with the portfolio as a whole economically tied to at least four
countries, including the United States; however, the Fund may invest a substantial part of its
assets in just one country and is not required to allocate its investments in any set percentages in any particular countries.
The Fund has broad flexibility to invest in a wide variety of debt securities and instruments of any maturity and will not be managed to a target duration or average weighted
maturity.
Most of the Fund’s investments will be investment grade at the time of investment, although up to 20% of
the Fund’s total assets may be invested in below investment grade securities (commonly
known as “high yield securities” or “junk bonds”). The Fund’s investment grade investments will at the time of investment: (i) carry a long-term rating of Baa3, BBB– or BBB– or higher by any of Moody’s
Investors Service Inc. (“Moody’s”), Standard & Poor’s Corporation (“S&P”) and Fitch Ratings (“Fitch”), respectively, or the equivalent by another nationally recognized statistical rating
organization (“NRSRO”); (ii) carry a short-term rating of P-2, A-2 or F2 or higher by any of Moody’s, S&P and Fitch, respectively, or the equivalent by another
NRSRO; or (iii) if such investments are unrated, be deemed by a Sub-Adviser (as defined below) to be of comparable quality at the time of investment. Below investment grade
securities generally offer a higher yield than investment grade securities, but involve a high
degree of risk. A security’s quality is determined at the time of purchase and securities that are rated investment grade or the unrated equivalent may be downgraded or decline in credit quality such that
subsequently they would be deemed to be below investment grade.
The Fund has flexibility to invest in derivatives and may use such instruments to manage duration, credit quality, and currency risk and/or as substitutes for securities
and other instruments in which the Fund can invest. A derivative is an instrument that has a
value based on another instrument, exchange rate or index. The Fund may use futures, swaps, forward
contracts, foreign exchange instruments (spot and forward), options (including options on swaps),
and structured notes, as well as repurchase agreements and reverse repurchase agreements, in
connection with its principal strategies in certain market conditions in order to hedge various investments, for risk management purposes, as a substitute for securities and other instruments in which the Fund can invest or
to increase income or gain to the Fund. The Fund may also use currency-related transactions
involving currency derivatives as part of its investment strategy to hedge currency risk.
The Fund is classified as a “non-diversified” fund under the Investment Company Act of 1940, as
amended. A non-diversified fund is permitted (but is not required) to invest a higher percentage
of its assets in the securities of fewer issuers. Due to the nature of the investments in which the Fund is seeking to invest, at times a significant portion of the issuers of the investments in the Fund’s portfolio may
be in the financials sector.
The Fund will likely engage in active and frequent trading. The frequency with which the Fund buys and sells
securities will vary from year to year, depending on market conditions.
J.P. Morgan Private Investments Inc., the Fund’s investment
adviser (“JPMPI” or the “Adviser”), constructs the Fund’s portfolio
by allocating the Fund’s assets among fixed income exposures and investment strategies managed by one or more sub-advisers retained by the Adviser (each, a “Sub-Adviser”). Additionally, the Sub-Advisers may
in turn allocate to one or more additional sub-advisers (each, a “Sub-Sub-Adviser”) a portion of the assets allocated to them by the Adviser. Certain references herein to the Sub-Adviser may also include
a Sub-Sub-Adviser, as the context requires.
In allocating the assets of the Fund, the Adviser will generally make strategic and tactical allocation decisions by directing shifts in allocations among the various fixed
income exposures and investment strategies managed by the Sub-Advisers that target risk profiles
and investment exposures across the global government, global corporate, and global securitized fixed income universe. The Adviser will periodically review and determine the allocations among the fixed income
exposures and investment strategies and may make changes to these allocations when it believes it
is beneficial to the Fund. The Adviser may, in its discretion, add to, delete from or modify the
categories of fixed income exposures and investment strategies employed by the Fund, or add other
fixed income exposures and investment strategies, including active strategies, managed by the
Sub-Advisers. In making allocations among such fixed