Now Effective Under 1940 Act and 1933 Act

Feb 14, 2023
Frederick Baerenz

AOG Institutional Diversified Fund (AOGFX) Now Effective Under 1940 Act and 1933 Act 

Frederick Baerenz, President & CEO of AOG Wealth Management, is pleased to announce that as of January 12, 2023, the AOG Institutional Diversified Fund (“AOGFX”) registration statement on Form N-2 was declared effective by the U.S. Securities and Exchange Commission under the Securities Act of 1933. The Fund continues to be a registered investment company under the Investment Company Act of 1940. 


Registration under the 1933 Act allows the fund to be broadly distributed to all eligible investors of both registered investment advisors and broker-dealers. With this change, the accredited investor requirement has been removed, so many more investors will be able to utilize AOGFX in their portfolios. 


There is a growing recognition of the potential benefits of investing part of one’s portfolio in Private Equity, Private Credit, and Institutional Real Estate. AOGFX provides an efficient manner to implement this strategy and diversify exposure among institutional managers, including these three asset classes in one fund. The fund was developed for AOG clients, but through popular demand is now available at other firms.


Expanding the base of potential investors should allow the Fund to grow more quickly, which would spread fixed costs across a larger pool and lower the expense ratio for all investors. 


Our team developed the AOGFX Fund exclusively to serve our clients more effectively. The Fund is the product of more than 20 years and thousands of hours working with clients. It is truly a “bottom up” fund developed with a focus on the client’s best interest, and we are delighted to now share this advanced strategy and cutting-edge technology with advisors and investors across the industry.


You will soon receive a new prospectus reflecting the registration changes under the Securities Act of 1933.

Only shares of the AOG Institutional Diversified Fund (“Auction Fund”) are available for purchase by eligible investors and will not be listed on any national securities exchange. The Auction Fund is a closed-end tender offer fund. The form of investment structure for this product is commonly known as a “master feeder” structure. The Auction Fund invests substantially all of its assets in the AOG Institutional Diversified Master Fund (the “Master Fund.”) which has the same investment objective and identical investment policies as those of the Auction Fund. Therefore, the Auction Fund’s investment results will correspond directly to the investment results of the Master Fund.


An investor should consider the Fund’s investment objectives, risks, and charges and expenses carefully before investing or sending money. This and other important information can be found in the Fund’s prospectus. To obtain a prospectus, please 877-600-3573 or visit aogfunds.com. Please read the prospectus carefully before investing.


An Investment in the Fund is speculative and involves substantial risks, including the risk of loss of an investor’s entire investment. Investors may not have immediate access to invested capital for an indefinite period of time and must have the financial ability, sophistication/experience, and willingness to bear the risks of an illiquid investment. No guarantee or representation is made that the Fund will achieve its investment objectives, and investment results may vary substantially from year to year. Additional risks of investing in the Fund are set forth below.


Past performance does not guarantee future results. Diversification does not assure a profit nor protect against loss in a declining market.


You should consider the shares to be an illiquid investment. An investor’s participation in the Fund is a long-term commitment, with no certainty of return. No shareholder or other person holding shares acquired from a shareholder has the right to require a Fund to repurchase any shares. No public market for shares exists, and none is expected to develop in the future. 


Additional Key Considerations


The portfolio companies in which the Private Markets Investment Funds may invest also have no, or relatively short, operating histories, may face substantial competitive pressures from larger companies, and may also rely on a limited number of key personnel. Additionally, there will generally be no readily available market for the Master Fund’s investments so valuations are difficult and may not necessarily reflect the value of any such investment’s underlying assets. Credit securities are subject to the risk that debt issuers will not make payments, resulting in losses to the Fund, and default perceptions could reduce the value and liquidity of securities. Lower credit quality may affect the liquidity of a security and may lead to greater volatility in the price of a security and in shares of the Fund. Investments in real estate securities are subject to additional risks such as declines in property value and increased susceptibility to adverse economic or regulatory developments. Shareholders will pay the fees and expenses of a Feeder Fund and will indirectly bear the fees and expenses of the Master Fund and accordingly will indirectly bear the fees, expenses, incentive allocations, and carried interest in the case of some of the Private Markets Investment Funds in which the Master Fund invests.


The Auction Fund is distributed by UMB Distribution Services, LLC (“UMBDS”). UMBDS is not affiliated with the AOG Institutional Diversified Master Fund or AOG Wealth Management.


Investment advisory services offered through AOG Wealth Management


AOG Wealth Management is a registered investment adviser (RIA). Registration as a registered investment adviser does not connote a specific level of skill or training. More detail, including form ADV Part 2A filed with the SEC, can be found at AOGWealth.com. Nothing contained in this commentary is intended to constitute personalized legal, tax, accounting, securities, or investment advice, nor an opinion regarding the appropriateness of any investment, nor a solicitation of any type. The asset classes and/or investment strategies described may not be suitable for all investors and investors should consult with an investment advisor to determine the appropriate investment strategy. 



The information, analysis, and opinions expressed herein are for general and educational purposes only. Nothing contained in this commentary is intended to constitute personalized legal, tax, accounting, securities, or investment advice, nor an opinion regarding the appropriateness of any investment, nor a solicitation of any type. Information obtained from third party sources are believed to be reliable but not guaranteed. All opinions and views constitute our judgments as of the date of writing and are subject to change at any time without notice. No consideration or compensation has been received from any firm referenced in the above commentary.

Share this post with others

Share by: