Item 1
Cover page
F I R M B RO CH U R E
DATED: FEBRUARY 11, 2015
POSITIVE RETIREMENT OUTCOMES, LLC
116 MAIN STREET, SUITE 200
MEDWAY, MA 02053
W W W.POS ITIVERETIREMENTOUTCOMES.COM
Contact: Brian D. Dillon, President and Chief Compliance Officer
Telephone: 508-242-9912
Email: [email protected]
This brochure provides information about qualifications and business practices of Positive
Retirement Outcomes, LLC. If you have any questions about the contents of this brochure please
contact us at 508-242-9912 or [email protected]. The information in this
brochure has not been approved or verified by the United States Securities and Exchange
Commission or by any state securities authority.
Additional information about Positive Retirement Outcomes, LLC also is available on the SEC’s
website at www.adviserinfo.sec.gov .
The use of the terms “registered investment adviser,” or “registered” herein does imply a certain
level of skill or training.
ITEM 2 MATERIAL CHANGES
There have been no material changes to the Positive Retirement Outcomes, LLC disclosure
statement since it was last filed in 2014.
ITEM 3 TABLE OF CONTENTS
Table of Contents
Item 2 Material Changes .............................................................. 2
Item 3 TABLE of Contents.......................................................... 2
Item 4 Advisory Business ............................................................... 2
Item 5 Fees .................................................................................... 3
Item 6 Performance based Fees and Side-by-Side Management........ 4
Item 7 Types of clients .................................................................... 4
Item 8 Methods of Analysis, Investment Strategies and Risk of Loss4
Item 9 Disciplinary Information ..................................................... 5
Item 10 Other Financial Industry Activities and Affiliations ......... 5
Item 11 Code of Ethics .................................................................. 6
Item 12 Brokerage Practices ........................................................... 6
Item 13 Review of Accounts ........................................................... 6
Item 14 Client Referrals and Other Compensation ......................... 6
Item 15 Custody ............................................................................ 6
Item 16 Investment Discretion ........................................................ 6
Item 17 Voting Client Securities .................................................... 7
Item 18 Financial Information ....................................................... 7
Item 19 Requirements for State Registered Advisers ....................... 7
ITEM 4 ADVISORY BUSINESS
A) Positive Retirement Outcomes, LLC (PRO, LLC) is a limited liability company formed on
January 5, 2009 in the Commonwealth of Massachusetts. PRO, LLC became registered as an
Investment Adviser on February 22, 2009. The firm is 100% owned by President and
Founder Brian D. Dillon.
B) PRO, LLC is a retirement plan management and consulting firm engaged exclusively in
providing investment advisory and/or consulting services to sponsors of qualified and nonqualified corporate retirement plans and to the participants of such plans. The firm does
NOT provide any other form of investment advisory services to any other type of client
including individuals, financial institutions, investment companies, estates, foundations or
endowments.
Our investment advisory services may take several forms depending upon a client’s needs
and desires. The firm only provides investment advisory services with regard to mutual
funds (including ETFs), collective investment trusts, stable value funds, group annuity
separate accounts and other similar pooled investment products managed by others.
Depending upon its contractual agreement with the client the firm may act as an investment
adviser providing assistance, advice and guidance regarding plan investments as
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contemplated by ERISA Section 3(21) in which case investment decisions are made by the
client; or the firm may act as an investment manager as contemplated under ERISA Section
3(38) in which case the client delegates to PRO, LLC and PRO, LLC accepts appointment as
an investment manager and makes investment decisions for which it is solely responsible.
Services include Investment Policy Statement development, investment menu development
for participant directed plans, selection and monitoring of plan investments, asset allocation
evaluation, studies and recommendations, investment manager and fund searches, and
investment education, advice and guidance to plan participants.
In addition, PRO, LLC regularly provides advice to clients on matters not involving
securities in its capacity as a retirement plan consultant.
C) PRO, LLC provides customized investment advisory services for each client based upon the
specific needs of each client, the characteristics of their retirement plan, a participant’s risk
tolerance and time horizon and other factors. Clients may impose restrictions, in writing, on
PRO, LLC as to its ability to invest in certain securities or types of securities at any time.
D) PRO, LLC does not participate in any wrap fee programs.
E) As of February 11, 2015, Positive Retirement Outcomes, LLC manages approximately
$66,000,000 in client assets on a discretionary basis and advises on $18,000,000 of client
assets on a non-discretionary basis.
ITEM 5 FEES
A) PRO, LLC provides investment advisory services and pension consulting services on a fixed
fee basis. The firm does not accept asset based fees. Minimum annual fee is $10,000. Fees
may also be charged on an hourly or project basis. Hourly fees are determined by the
professional staff required to complete the work and will range from $80 to $375 per hour.
Fees, including minimum fees, are negotiable.
B) Fees are charged quarterly and may be invoiced to the plan sponsor client or deducted from
plan assets. The client may select either method or a combination. When fees are deducted
from participant directed retirement plan accounts fees are generally allocated on a per capita
basis but may be allocated on a pro rata basis at the discretion of the plan sponsor client.
C) All fees paid to PRO, LLC for pension consulting and advisory services are separate and
distinct from the expenses charged by mutual funds or collective trusts to their shareholders
or investors and the product sponsor in the case of variable insurance contracts. These fees
are described in each fund’s or variable product’s prospectus. These fees will generally
include a management fee, other fund expenses and a possible distribution fee. If the
sponsor also imposes sales charges, a client may pay an initial or deferred sales or surrender
charge. In the case of stable value funds or similar investments the sponsor may charge a
market value adjustment or other surrender charge. A client could invest in these products
directly without the services of PRO, LLC. In that case the client would not receive the
services provided by PRO, LLC which are designed, among other things, to assist the client
in determining which products or services are most appropriate to each client’s financial
condition and objectives. Accordingly, the client should review both the fees charged by the
product sponsor and the fees charged by PRO, LLC to fully understand the total fees to be
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paid.
D) PRO, LLC charges quarterly fees in advance. Clients may request to terminate their advisory
contract with PRO, LLC, in whole or in part, by providing advance written notice. Upon
termination, any fees paid in advance will be prorated to the date of termination and any
excess will be refunded to the client.
E) Neither PRO, LLC nor any of its supervised agents accepts commissions for the sale of
securities or other investment products, including asset based sales charges or service fees
from the sale of mutual funds.
ITEM 6 PERFORMANCE BASED FEES AND SIDE-BY-SIDE MANAGEMENT
Neither PRO, LLC nor any of its supervised persons accepts performance based fees.
ITEM 7 TYPES OF CLIENTS
PRO, LLC works exclusively with qualified and non-qualified corporate retirement plans and the
employers who sponsor them. PRO, LLC provides investment advisory services to the participants
of the sponsored plans solely at the direction of the plan sponsor client and solely with regard to
assets in workplace retirement plans.
ITEM 8 METHODS OF ANALYSIS, INVESTMENT STRATEGIES AND RISK OF LOSS
A) Positive Retirement Outcomes, LLC uses a variety of non-proprietary software systems to
evaluate, screen and select investments for it s clients’ retirement plans. These tools include
but are not limited to data, analytical software, and services from Morningstar, Inc., fi360,
Plan ToolsSM and New Frontier Advisers.
PRO, LLC subscribes to the 23 Prudent Practices for Investment Advisors developed by the
Foundation for Fiduciary Studies. When developing asset allocation strategies PRO, LLC
utilizes capital market forecasts and Resampled Efficient Frontier modeling provided by
fi360 and developed and maintained by New Frontier Advisors.
Investment fund selection is the result of screening the universe of mutual funds and stable
value funds for both quantitative and qualitative characteristics dictated by the Investment
Policy Statement of the client’s retirement plan. Qualitative and quantitative characteristics
including portfolio analytics are benchmarked against widely accepted peer groups and
appropriate indices.
All investing involves risks and clients should be prepared to bear these risks. The risks of
any particular investment will vary by type of investment, asset class and investment style.
Disclosures of specific types of risks are provided in the prospectus of funds recommended
by PRO, LLC. Investors should read and consider these risks before investing.
B) The methods of analysis and investment strategies used or recommended by PRO, LLC are
those of a prudent expert familiar with such matters and do not involve any unusual or
extraordinary risks. Investments and investment strategies selected or recommended by
PRO, LLC will be broadly diversified for the purposes of reducing risk, however there can
be no guarantee of a particular profit level or any assurance against loss.
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PRO, LLC’s investment strategy is based upon long term investment horizons typical of
those saving for retirement over many years. The firm applies modern portfolio theory as
first written about by Professor Harry Markowitz and modified by other experts and
academics including the variations developed by New Frontier Advisors and modern
technology allowing multiple or “Monte Carlo” simulations to develop projections and
probabilities of future outcomes.
C) PRO, LLC uses primarily publicly traded mutual funds and ETFs or other collective or
pooled investments regulated by federal or state authorities and managed by third parties
NOT affiliated in any way with PRO, LLC. The risks of investing in these funds are detailed
in their respective prospectuses.
ITEM 9 DISCIPLINARY INFORMATION
Positive Retirement Outcomes, LLC has not been the subject of any legal or disciplinary actions.
ITEM 10 OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
PRO, LLC and its management persons do not have any other financial industry activities or
affiliations. The firm was formed with the goal, among others, of eliminating any and all conflicts of
interest which might interfere with or jeopardize the firm’s ability to act solely in the interest of plan
participants and their beneficiaries as required by ERISA The firm is structured to avoid any conflicts
of interest that could give rise to a prohibited transaction under ERISA and to assure that no
relationships would compromise our duty to always put the interests of our clients first.
A) The firm and its management persons are not registered and have no application pending to
register, as a broker-dealer or a registered representative of a broker-dealer.
B) The firm and its management persons are not registered and have no application pending to
register, as a futures commission merchant, commodity pool operator, a commodity trading
advisor, or an associated person of the forgoing entities.
C) The firm and its management persons do not have any relationship or arrangement that is
material to the firm’s business or to the firm’s clients with any:
1) broker-dealer, municipal securities dealer , or government securities dealer or broker
2) investment company or other pooled investment vehicle (including a mutual fund,
closed-end investment company, unit investment trust, private investment company or
“hedge fund,” and offshore fund)
3) other investment adviser or financial planner
4) futures commission merchant, commodity pool operator, or commodity trading adviser
5) banking or thrift institution
6) accountant or accounting firm
7) lawyer or law firm
8) insurance company or agency
9) pension consultant
10) real estate broker or dealer
11) sponsor or syndicator of limited partnerships
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ITEM 11 CODE OF ETHICS
Positive Retirement Outcomes, LLC has adopted a Code of Ethics in compliance with SEC rule
204A-1 and regulations of the Commonwealth of Massachusetts. All employees and investment
adviser representatives affiliated with the firm must read and adhere to this Code of Ethics. A copy
of this Code is available to any client or prospective client upon request.
ITEM 12 BROKERAGE PRACTICES
PRO, LLC does not recommend broker-dealers to clients.
ITEM 13 REVIEW OF ACCOUNTS
A) PRO, LLC regularly reviews the investments held by clients in their retirement plans.
Reviews are conducted according the schedule agreed upon in each client’s consulting
agreement typically each calendar quarter but not less than annually. Reviews consist of an
evaluation of investment performance and key metrics, and include benchmarking against an
appropriate peer group and index. Reviews also include a written report screening each
investment for adherence to all criteria contained in the plan’s Investment Policy Statement
(IPS). Reports will indicate whether an investment is currently in compliance with the IPS
requirements and if not in compliance research is conducted to determine the reasons for
non-compliance. The cause is reviewed and discussed with the client before a determination
is made to add the investment to a “watch list” or to begin the process of replacing the
investment with another that meets the standards contained in the written Investment Policy
Statement. Reviews are conducted by qualified firm personnel who are investment adviser
representatives.
B) Ad hoc or unscheduled reviews of client accounts may occur as the result of extraordinary
circumstances whether from market action, significant disruption of the financial markets or
from significant changes to the investment, its management or control.
C) PRO, LLC provides quarterly written reports to clients called Monitoring Reports which
contain investment performance information and benchmarking, fees, and a screening and
evaluation of the standards contained in the client’s IPS.
ITEM 14 CLIENT REFERRALS AND OTHER COMPENSATION
No material compensation is accepted by PRO, LLC from any other entity except the clients to
which it renders services.
No compensation is paid by PRO, LLC to others for client referrals.
ITEM 15 CUSTODY
PRO, LLC does not hold custody of any client assets.
ITEM 16 INVESTMENT DISCRETION
PRO, LLC may accept appointment by a client to provide discretionary investment management in a
fiduciary capacity pursuant to a written investment management agreement and in compliance with
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all ERISA requirements, where applicable. Discretionary investment management services are
customarily limited by the requirements of the client’s written and properly adopted Investment
Policy Statement.
ITEM 17 VOTING CLIENT SECURITIES
PRO, LLC does not vote client securities or accept authority to do so. Clients will receive voting
proxies or other solicitations directly from the custodian or transfer agent.
ITEM 18 FINANCIAL INFORMATION
A) PRO, LLC does not require or solicit more than $1,200 in fees per client six months or more
in advance.
B) PRO, LLC is unaware of any financial condition that is reasonably likely to impair its ability
to meet the contractual commitments relating to its discretionary authority over certain client
accounts.
C) Since its inception in January 2009, PRO, LLC has never been the subject of a bankruptcy
proceeding.
ITEM 19 REQUIREMENTS FOR STATE REGISTERED ADVISERS
Privacy Policy – PRO, LLC never discloses the nonpublic personal information collected about
clients to anyone except in furtherance of our business relationship, and then only to those persons
necessary to effect the transactions and provide the services that clients authorize or as otherwise
provided by law.
Massachusetts’s law (950 CMR 12-205(9)(C) 13 MGL 110A) prohibits PRO, LLC from disclosing
the non public personal information clients to other third parties unless given your prior written
consent. If a client terminates services with PRO, LLC or becomes an inactive client, PRO, LLC
shall continue to adhere to this privacy policy.
Business Continuity Plan – A copy of the PRO, LLC Business Continuity Plan Disclosure Document
will be provided to clients at the time of account opening as well as when material changes to the
plan occur. A copy of the document may be obtained at any time upon request.
NOTICE TO MASSACHUSETTS CLIENTS****
A disciplinary history of the Registrant or its representatives, if any, can be obtained by calling the
Massachusetts Securities Division at (617) 727-3548.
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