Axxes Opportunistic Credit Fund

⁴ The initial minimum purchase amounts are $25,000 in Class A and Class C shares and $1 million in Class I shares. The Fund may waive the investment minimum for Class I Shares; however, the Fund will not waive the investment minimum to an amount below $25,000. See prospectus for fee table. ⁵ Class A shares have a maximum front-end sales load of 5.75% (subject to breakpoints). Class A shares also have a monthly shareholder servicing fee at an annual rate of up to 0.25% of the average daily net assets of the Fund attributable to Class A shares. ⁶ Class C shares are not subject to front-end sales loads. Class C shares are subject to a contingent deferred sales charge (“CDSC”) of 1.00% on any shares repurchased less than 365 days after their purchase. ⁷ Class I shares are not subject to front-end sales loads. ⁸ Repurchase offers more than 5% are made solely at the discretion of the Board of Trustees of the Fund.

INVESTORS SHOULD CAREFULLY CONSIDER THE INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES OF THE FUND BEFORE INVESTING. THIS AND OTHER IMPORTANT INFORMATION ABOUT THE FUND IS CONTAINED IN THE FUND’S PROSPECTUS WHICH CAN BE OBTAINED HERE: AXXESFUNDSOLUTIONS.COM. THE PROSPECTUS SHOULD BE READ CAREFULLY BEFORE INVESTING.

Risk Disclosure

The amount of distributions that the Fund may pay, if any, is uncertain.

The Fund is suitable only for investors who can bear the risks associated with the limited liquidity of the Fund and should be viewed as a long-term investment.

The Fund primarily invests in Credit Instruments which include: fixed or floating rate bonds or loans which are issued by U.S. or non-U.S. entities and are senior or subordinated, secured or unsecured, and rated or unrated; stressed and distressed credit instruments; convertible securities either issued in connection with the workout or restructuring of an existing credit investment or which the Sub-Adviser believes will provide an attractive income-based return; structured credit instruments including securities issued in transactions such as CLOs, CMBS and ABS and other structured credit transactions; and hard asset credit-related instruments. Various Credit Instruments can be illiquid.

The Fund may pay distributions, if any, in significant part from sources that may not be available in the future and that are unrelated to the Fund’s performance, such as from offering proceeds, borrowings, and amounts from the Fund’s affiliates that are subject to repayment by investors, which may constitute a return of capital. Return of capital distributions may have adverse consequences for Shareholders. To the extent that any portion of the Fund’s distributions is considered a return of capital, the amount treated as a tax-free return of capital will reduce a shareholder’s adjusted tax basis in its Shares, thereby increasing the shareholder’s potential taxable gain or reducing the potential taxable loss on the sale of the Shares.

Liquidity for the Fund’s Shares will be provided only through quarterly repurchase offers for no less than 5% of the Fund’s Shares at NAV, and there is no guarantee that an investor will be able to sell all the Shares that the investor desires to sell in the repurchase offer. Due to these restrictions, an investor should consider an investment in the Fund to be of limited liquidity.

The amount of distributions that the Fund may pay, if any, is uncertain.

The Fund has no history of operations and it is not intended that the Shares will be listed on a public exchange at this time. No secondary market is expected to develop for the Fund’s Shares.

An investor will pay a sales load of up to 5.75% for Class A Shares and offering expenses of up to 1.00% on the amounts it invests. If you pay the maximum aggregate 5.75% sales load on Class A Shares and offering expenses, you must experience a total return on your net investment of 6.75% for Class A Shares in order to recover these expenses.

This information is not an offer to sell securities issued by Axxes Opportunistic Credit Fund (the “Fund”). The Fund is a Delaware Statutory Trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as a continuously offered, non-diversified, closed-end management company that is operated as an interval fund.

Important Disclosure Information

This document does not constitute an offer to sell, or a solicitation of an offer to buy, any security or instrument, or a solicitation of interest in any Axxes vehicle, account or strategy. If any such offer is made, it will only be by means of the offering memorandum or prospectus, which contains material information including certain risks of investing including, but not limited to, loss of all or a significant portion of the investment due to leveraging, short-selling, or other speculative practices, lack of liquidity and volatility of returns. Nothing herein constitutes investment advice or recommendations and should not be relied upon as a basis for making an investment decision. There can be no assurance that any Axxes fund or investment will achieve its objectives or avoid substantial losses. Any investment involves a high degree of risk and you may not get back the amount originally invested.

This material is not to be reproduced or distributed to any other persons (other than professional advisors of the persons receiving this material) and is intended solely for the use of the persons to whom it has been delivered. Alternative investments often are speculative, typically have higher fees than traditional investments, often include a high degree of risk and are appropriate only for eligible, long-term investors who are willing to forgo liquidity and put capital at risk for an indefinite period of time.

They may be highly illiquid and can engage in leverage and other speculative practices that may increase volatility and risk of loss. Past performance is not indicative of future results. Opinions expressed reflect the current opinions of Axxes Capital and are based on Axxes’ opinions of the current market environment, which is subject to change.

Certain information contained in the materials discusses general market activity, industry or sector trends, or other broad-based economic, market or political conditions and should not be construed as research or investment advice. The Fund is distributed by Ultimus Fund Distributors, LLC, member of FINRA. The registration and memberships of Ultimus Fund Distributors, LLC, and the securities offered through them in no implies that the SEC or FINRA have endorsed the entities, products or services discussed herein.

Axxes Advisors I LLC is the registered fund adviser (the “Advisor”) which is registered as an investment adviser with the SEC; however, such registration does not imply a certain level of skill or training and no inference to the contrary should be made. Axxes Advisors I LLC is not affiliated with Ultimus Fund Distributors, LLC.

Certain information contained in this material has been obtained from sources outside of Axxes, which in certain cases have not been updated through the date hereof. While such information is believed to be reliable for purposes used herein, no representations are made as to the accuracy or completeness thereof and none of Axxes, its funds, nor any of their affiliates takes any responsibility for, and has not independently verified, any such information.

There can be no assurances that any of the trends described herein will continue or will not reverse. Past events and trends do not imply, predict or guarantee, and are not necessarily indicative of, future events or results. The information in this document has been prepared without considering individual objectives, financial situations or needs. It should not be relied upon as a substitute for financial or other specialist advice.

Important Risk and Disclaimers

The Fund’s prospectus provides a more complete discussion of the risks summarized here.

The Fund will have to pay interest and dividends on its borrowings, which may reduce the Fund’s current income. An investment manager’s investments, depending upon strategy, may be in companies whose capital structures are highly leveraged. Such investments involve a high degree of risk in those adverse fluctuations in the cash flow of such companies, or increased interest rates, may impair their ability to meet their obligations, which may accelerate and magnify declines in the value of any such portfolio company investments in a down market.

Fund shareholders will bear two layers of fees and expenses: asset-based fees and expenses at the Fund level, and asset-based fees, carried interests, incentive allocations or fees.

To the extent that the Fund does not receive timely valuation information, the Fund’s ability to accurately calculate its NAV may be impaired. The Adviser generally provides valuations on a quarterly basis, whereas the Fund determines the NAV of each share class daily. A large portion of the Fund’s investments will not be publicly traded and will not have readily available market quotations. As such, those investments will be valued at fair value as determined in good faith pursuant to Rule 2a-5 under the 1940 Act. Fair valuations may prove to be inaccurate. Neither the Adviser, Sub-Adviser nor the Board will be able to confirm independently the accuracy of valuation information. An investment valuation information could also be inaccurate due to fraudulent activity, mis-valuation or inadvertent error. The Fund may not uncover errors in valuation for a significant period of time, if ever.

The Fund’s investments may be in operating companies whose capital structures are highly leveraged, such that the debt of these companies may be considered high yield debt (or “junk bonds”). Additionally, these companies may be subject to reorganization, restructuring or bankruptcy proceedings. Such investments involve a high degree of risk in that adverse fluctuations in the cash flow of such operating companies, or increased interest rates, may impair the ability to meet their obligations, which may accelerate and magnify declines in the value of any such investments in a down market.

The securities in which the Fund may invest may be among the most junior in an operating company’s capital structure and, thus, subject to the greatest risk of loss. There may be instances where there may be no collateral to protect such investments.

Axxes Opportunistic Credit Fund