Overview
- Headquarters
- Cranston, RI
- Total Firm Assets
- $154 million
- Average High-Net-Worth Client Portfolio Size
- $1.3 million
- Minimum Account Size
- $500,000
Fee Structure
Primary Fee Schedule (FORM ADV PART 2A)
| Min | Max | Marginal Fee Rate |
|---|---|---|
| $0 | $500,000 | 1.25% |
| $500,001 | $1,000,000 | 1.00% |
| $1,000,001 | $3,000,000 | 0.90% |
| $3,000,001 | $10,000,000 | 0.75% |
| $10,000,001 | and above | 0.50% |
Illustrative Fee Rates
| Total Assets | Annual Fees | Average Fee Rate |
|---|---|---|
| $1 million | $11,250 | 1.12% |
| $5 million | $44,250 | 0.88% |
| $10 million | $81,750 | 0.82% |
| $50 million | $281,750 | 0.56% |
| $100 million | $531,750 | 0.53% |
Clients
- High-Net-Worth Share of Firm Assets
- 61.86%
- Number of High-Net-Worth Clients
- 75
- Total Client Accounts
- 618
- Discretionary Accounts
- 615
- Non-Discretionary Accounts
- 3
Services Offered
Services: Financial Planning, Portfolio Management for Individuals, Portfolio Management for Institutional Clients
Regulatory Filings
- SEC CRD Number
- 152001
Primary Brochure: FORM ADV PART 2A (2026-08-10)
View Document Text
Alpha Dog Advisors
Firm Brochure
Part 2A of Form ADV
August 10, 2026
1050 Reservoir Ave
Cranston, RI 02910
Phone: 401-351-4900
eduard@GeaSphere.com
www.AlphaDogAdvisor.com
of
this
brochure,
please
contact
us
at
401-351-4900
This brochure provides information about the qualifications and business practices of Alpha
Dog Advisors, RUFF (a/k/a Gea Sphere, LLC). If you have any questions about the
or
contents
eduard@GeaSphere.com. The information in this brochure has not been approved or
verified by the United States Securities and Exchange Commission (“SEC”) or by any
state securities authority.
Additional information about Alpha Dog Advisors is also available on the SEC’s website
at www.adviserinfo.sec.gov. You can search this site by a unique identifying number,
known as a CRD number. Our Firm's CRD number is 152001.
Alpha Dog Advisors, RUFF is an SEC Registered Investment Advisor. Registration does
not imply a certain level of skill or training.
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Item 2: Material Changes
As a registered investment adviser, we must ensure that our brochure is current and accurate
and makes full disclosure of all material facts relating to the advisory relationship. If there have
been any material changes to our business or advisory practices since our last annual update,
we will provide a description of such material changes here.
Alpha Dog Advisors, RUFF is updating its Brochure as of August 7, 2026, since its last update
on March 24, 2026, for the following material change:
• We updated Item 14 (Client Referrals and Other Compensation) to disclose that
Alpha Dog Advisors may receive referral compensation from certain unaffiliated
third-party providers that offer enhanced tax planning strategies. The disclosure
also describes the related conflicts of interest and the firm's fiduciary obligations.
• We added disclosure regarding referral compensation arrangements under which
Alpha Dog Advisors may receive a fee equal to 1.5% of the amount invested or
contributed by a client who elects to participate in certain third-party programs
recommended by the firm.
We expanded our conflict-of-interest disclosures to explain that Alpha Dog Advisors may receive
compensation from third-party providers and to clarify that clients are not obligated to participate
in any recommended program and should consult their own tax and legal advisers before doing
so.
We encourage you to read through our ADV Disclosure Brochure in its entirety to fully understand
the services we provide and the associated fees.
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Item 3: Table of Contents
Item 1: Cover Page ………………………………………………………………….………………………………………1
Item 2: Material Changes .......................................................................................................................................... 2
Item 3: Table of Contents .......................................................................................................................................... 3
Item 4: Advisory Business ......................................................................................................................................... 4
Item 5: Fees and Compensation .............................................................................................................................. 6
Item 6: Performance-Based Fees and Side-By-Side Management ........................................................................... 8
Item 7: Types of Clients ............................................................................................................................................. 8
Item 8: Methods of Analysis, Investment Strategies and Risk of Loss Methods of Analysis .................................... 8
Item 9: Disciplinary Information ............................................................................................................................... 16
Item 10: Other Financial Industry Activities and Affiliations ...................................................................................... 16
Item 11: Code of Ethics, Participation or Interest in Client Transactions and Personal Trading ............................. 17
Item 12: Brokerage Practices .................................................................................................................................. 17
Item 13: Review of Accounts ................................................................................................................................... 18
Item 14: Client Referrals and Other Compensation ................................................................................................. 19
Item 15: Custody ..................................................................................................................................................... 19
Item 16: Investment Discretion ................................................................................................................................ 20
Item 17: Voting Client Securities ............................................................................................................................. 21
Item 18: Financial Information ................................................................................................................................. 21
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Item 4: Advisory Business
Alpha Dog Advisors, RUFF (hereinafter referred to as the “Alpha Dog Advisors” or “Firm” or “we”
or “our”) is an investment adviser registered with the U.S. Securities and Exchange Commission
(“SEC”) and was registered with the State of Rhode Island from 2009 through 2021. In September
2021, the Firm became registered with the SEC.
The Firm was founded in 2009 by Eduard Hamamjian. Prior to forming Alpha Dog Advisors, Mr.
Hamamjian was a member of Global Equity Advisors LLC. Alpha Dog Advisors’ principal
members are the following persons: (i.e., those individuals and/or entities controlling 25% or
more of this company).
• Eduard Hamamjian, Managing Member, Chief Investment Officer, Chief Compliance
Officer
• Perchuhy Hamamjian, CFO and Member
• George Hamamjian, Investment Advisor and Insurance Specialist
Portfolios and Financial Planning
Alpha Dog Advisors creates and manages portfolios for its clients, other registered investment
advisers and employer sponsors of retirement plans. Alpha Dog Advisors provides portfolio
management services where we manage money for clients who prefer an aggressive portfolio,
a moderately aggressive portfolio, or a conservative portfolio. We also manage our clients’ money
for growth and income purposes. We offer a laddered strategy that utilizes structured notes to
create a balanced and diversified portfolio. This approach involves investing in a series of structured
notes with staggered maturity dates, ensuring that portions of your investments mature at regular
intervals over a specified period. By doing so, we aim to provide a stream of returns while mitigating
interest rate risk and market volatility. We may also utilize alternative investment products only
suited for our accredited investor clients.
Some of our clients may ask us, from time to time, for advice on how to allocate assets in their
third-party retirement accounts. We do not have discretion over these third-party retirement
accounts; however, we will provide asset allocation advice based on a larger portfolio and risk
analysis to ensure our clients are receiving well-rounded investment advice for all their
investment portfolios. The client has sole discretion over these third-party retirement accounts
and can decide whether or not they want to follow our advice.
We provide financial planning and recommend products and services that help clients reduce
their taxable income. We provide cash flow analysis for retired clients to help them identify their
cash flow and then compare such cash flow to their expenses. For estate planning services, we
help clients identify and ensure they have the appropriate documentation needed to maximize
their tax savings and protection planning. We also assist clients with making appointments with
estate planning attorneys and making sure their estate planning affairs are set up properly.
Lastly, we provide general advisory services to clients who need advice regarding life changes
or large purchases. Some examples include advising clients on whether to buy or lease a vehicle;
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another example is advising clients on how to spend capital gains through a deferred sales trust
(“DST”) strategy. This strategy allows you to postpone capital gains tax payments. In addition to
the DST strategy, Alpha Dog Advisors offers a tax-efficient means of converting an individual
retirement account (“IRA”) to a Roth IRA. This service requires a minimum of $1 million in assets
in the IRA.
Alpha Dog Advisors evaluates each client's overall investment experience, financial goals,
targeted retirement date and tolerance for market risk. Based on this information, Alpha Dog
Advisors selects certain model investment portfolios for each client. An account typically consists
of, but is not limited to, stocks, mutual funds, real estate investment trusts (“REITs”), exchange
traded funds (“ETFs”), inverse ETFs, bonds, bond funds, and structure notes. We hedge
portfolios by buying inverse ETFs for a short-term basis to reduce portfolio drawdowns during
market corrections. We also reduce model portfolio drawdowns by using our proprietary stock
selection process of purchasing equities in pairs of sometimes non-correlating equities.
The Alpha Dog Advisors Analysis System (“Analysis System”) and the Price to Free Cash Flow
(“PFCF”) research study principles are the foundation of our model construction and stock picking
philosophy. The Analysis System methodology offers a disciplined, rules- based, investment
approach employing tactical asset class decisions within the guidelines of strategic boundaries.
Our portfolio construction begins with our proprietary stock valuation process, which includes
fundamental and technical analysis. These methods are further defined in Item 8 of this Brochure.
Alpha Dog Advisors offers five individual rules-based models, each of which uses the Analysis
System, and which are further described below:
• Alpha Dog Bond Portfolio buys ETFs and fixed income instruments including inverse
ETFs and seeks to reduce risk and protect portfolio values during periods of volatility.
The Analysis System is used along with the strategic allocation method to provide
an over and underweight fixed income class of investments.
• Alpha Dog High Income Portfolio buys equities and other instruments like REITS or
high yielding bonds strategically invested to produce above average income used by
clients for living expenses. This is an actively managed portfolio designed to help
clients with above average income requirements or needs, in exchange for
potentially higher risk.
• Alpha Dog Blue Chip Portfolio purchases stocks of leading sectors and stocks
leading those sectors using the Analysis System. The objective of this portfolio is
aggressive growth. The portfolio will have no more than 50 securities with a new
economy bias. Option contracts will be used on occasion to reduce risk and protect
principal against market corrections.
• Alpha Dog Dividend Grower Portfolio invests in 30 large or mid cap stocks that meet
the Alpha Dog Advisors price to free cash flow criteria for value. The use of strategic
asset allocation to reduce volatility and improve returns over time. This is a tax-
efficient portfolio as there is low turnover. All stocks in the portfolio have a history of
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raising dividends and also meet the strict criteria of the Analysis System for free cash
flow to determine the value of equities.
• Alpha Dog PFCF Dow Portfolio invests only in stocks of the Dow Jones Industrial
Average each year that meet our strict criteria of the Analysis System as explained
in the Firm’s empirical study of Price to Free Cash Flow.
Alpha Dog Advisors’ financial planning, cash flow analysis, estate planning and general advisory
services are optional and are offered as a free service through eMoney’s Wealth Management
Technology Platform. This platform evaluates each client's overall investment experience,
financial goals, targeted retirement date and tolerance for market risk. Alpha Dog Advisors also
offers tax advice through other professional affiliates. Alpha Dog Advisors may also coordinate
with other legal professionals for its estate planning services.
Amount of Managed Assets
As of December 31, 2025, assets under management were approximately $142,574,000
managed on a discretionary basis and $11,000,000 on a non-discretionary basis for a total of
$153,574,000 of regulatory assets under management.
Item 5: Fees and Compensation
Model Portfolio Management Fees
The annualized fee for Portfolio Management Services will be charged as a percentage of assets
under management, according to the fee schedule listed below. The fee is prorated and is paid
monthly as determined by us, in arrears, based upon the market value of the assets on the last
day of the previous month as valued by the custodian. The fee for the initial month shall be
calculated on a pro rata basis commencing on the day the assets are initially designated to us
for management under our advisory agreement. No portion of the fee shall be based on capital
gains or capital appreciation of the assets except as provided herein and provided for under the
Investment Advisers Act of 1940, as amended (the “Advisers Act”) and analogous state securities
laws. No increase in the advisory fee shall be effective without prior written notification to you.
If assets are deposited into an account after the inception of a month that exceeds $10,000, the
fee payable with respect to the assets will be prorated based on the number of days remaining
in the month. Clients may withdraw assets from the account after providing us with notice. All
withdrawals are subject to customary securities settlement procedures.
Alpha Dog Advisors’ fee billing information is as follows:
1.25% for $0.00 to $500,000
1.00% for $500,001 to $1,000,000
0.90% for $1,000,001 to $3,000,000
0.75% for $3,000,001 to $10,000,000
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0.50% for $10,000,001 and more
Clients have entered into a separate brokerage account agreement with Schwab Institutional that
describes their fees and services.
Alpha Dog Advisors receives a fee of 0.5% for the management of assets from Mid-Atlantic for
each account that uses Alpha Dog Advisors’ model portfolio services. These accounts are
typically 401k participants working with the plan sponsor and the plan investment advisor. Alpha
Dog Advisors does not interact directly with any of the clients of Mid-Atlantic.
Our fees are billed monthly in arrears at the end of each month based upon the value (market
value or fair market value in the absence of market value) of the client's account at the end of the
previous billing period. Consequently, all clients will receive invoices on the first of every month
that will contain detailed itemized fees and expenses. Fees will be debited from the account in
accordance with the client authorization in the Client Services Agreement. Clients authorize us
to invoice the custodian for the management fee and direct and authorize the custodian to deduct
the amount stated in the fee statement from client’s Account. It will be the client’s responsibility
to verify the accuracy of the calculation of the management fee and will acknowledge that the
custodian will not determine whether the management fee is accurate or properly calculated.
Since we charge fees in arrears on a monthly basis, we only charge for services provided. Clients
can leave at any time, and they will only be charged for the prorated services already provided.
Certain fees may be deferred or waived from time to time or may be negotiable at the discretion of
Alpha Dog Advisors.
Other Compensation and Expenses
Representatives of Alpha Dog Advisors may also receive compensation from the insurance
company for the sale of insurance products that is separate from the Management Fees
discussed above. This may present a conflict of interest due to the financial incentive to
recommend such investments based on the compensation received, rather than on the clients'
needs. Generally, the conflict is addressed by disclosing the fact that the client is purchasing an
investment that is separate from the services of Alpha Dog Advisors, and for which
representatives of Alpha Dog Advisors receive a commission. Clients may also pay additional
fees to the insurance for various expenses. It is important, however, that Alpha Dog Advisors will
take into consideration a client’s insurance needs in the context of an overall investment strategy
when evaluating a client's needs. Additional information may be found in the section Other
Financial Industry Activities and Affiliations (Item 10).
Clients should understand that they have the option to purchase investment products that Alpha
Dog Advisors recommends through other insurance brokers or agencies that are not affiliated
with Alpha Dog Advisors.
Alpha Dog Advisors provides current clients with complimentary financial planning services. We
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reserve the right to charge for these services but have not charged any client to date.
in certain enhanced
Referral Compensation. Alpha Dog Advisors may receive compensation from unaffiliated third-
party providers when clients participate
tax-planning programs
recommended or introduced by Alpha Dog Advisors. Alpha Dog Advisors may receive a referral
fee equal to 1.5% of the amount invested or contributed by the client. This compensation creates
a financial incentive for Alpha Dog Advisors to recommend such programs and therefore
presents a conflict of interest. Additional information regarding these arrangements is provided
in Item 14.
Item 6: Performance-Based Fees and Side-By-Side Management
Neither Alpha Dog Advisors nor any of its supervised persons charge performance-based fees.
Item 7: Types of Clients
Alpha Dog Advisors may provide advisory services to the following types of clients:
•
Individuals (other than high net worth individuals)
• High Net Worth Individuals
• Pension and Profit-Sharing Plans (other than plan participants)
• Corporations and other businesses
Alpha Dog Advisors’ services are subject to a minimum account size. The minimum account is
typically $500,000 or more; however, Alpha Dog Advisors retains its right to accept clients with
less funds on an individual basis.
If a client’s account is a pension or other employee benefit plan governed by the Employee
Retirement Income Security Act of 1974, as amended (“ERISA”), Alpha Dog Advisors is typically
deemed a fiduciary to the plan. As such, our firm is subject to specific duties and obligations under
ERISA and the Internal Revenue Code that include, among other things, restrictions concerning
certain forms of compensation. In providing investment management services, the sole standard
of care imposed upon the Firm is to act with the care, skill, prudence, and diligence under the
circumstances then prevailing that a prudent man acting in a like capacity and familiar with such
matters would use in the conduct of an enterprise of a like character and with like aims.
Item 8: Methods of Analysis, Investment Strategies and Risk of Loss
Methods of Analysis
The Alpha Dog Advisors Analysis System (“Analysis System”) and the Price to Free Cash Flow
(“PFCF”) research study principles are the foundation of our model construction and stock picking
8
philosophy. The System methodology offers a disciplined, rules- based, investment approach
employing tactical asset class decisions within the guidelines of strategic boundaries. Our
portfolio construction begins with our proprietary stock valuation process which includes
fundamental and technical analysis. While strategic asset allocation is implemented over the long
term, tactical asset allocation allows Alpha Dog Advisors to make short-term deviations from
asset weights assigned in strategic asset allocation strategy. Tactical asset allocation is an active
management portfolio strategy that shifts the percentage of assets held in various categories to
take advantage of market pricing anomalies or strong market sectors.
The Alpha Dog Advisors 60-year PFCF empirical research study was vigorously back tested from
the years 1950 to 2009 by exclusively using the stocks in the Dow Jones Industrial Average
(DJIA) that met our proprietary free cash flow definition of value. The proprietary study and
technical methodology is the first step to our portfolio construction and management of model
portfolios. For complete details of the PFCF study, please contact Eduard Hamamjian at 401-
351-4900 or eduard@GeaSphere.com.
The main goal of the Analysis System is to buy securities that are priced at a discount to the
historical relationship of the companies’ PFCF. All of our model portfolios use our methods and
historical data as a basis for our portfolio construction and management.
The three methods used in our analysis are:
• Price to Free Cash Flow - Current and Future Analysis of the free cash flow per share
outstanding relative to the stock price.
• Past Highs and Lows of Free Cash Flow - Historical analysis that compares the multiple
of cash flow against the stock's historical multiple of cash flow to determine if the stock is
overpriced or underpriced relative to its own history.
• Statistical Indicator Analysis - Historical Price Action and Pattern Recognition to
determine the right entry and exit points of stock in our portfolio.
Charting. In this type of technical analysis, we review charts of market and security activity in an
attempt to identify market direction, predict how long the trend may last, and when that trend might
reverse.
Fundamental Analysis. We attempt to measure the intrinsic value of a security by looking at
economic and financial factors (including the overall economy, industry conditions, and the
financial condition and management of the company itself) to determine if the company is
underpriced (indicating it may be a good time to buy) or overpriced (indicating it may be time to
sell). Fundamental analysis does not attempt to anticipate the broader market movements. This
presents a potential risk, as the price of a security can move up or down along with the overall
market regardless of the economic and financial factors considered in evaluating the stock.
Technical Analysis. We analyze past market movements and apply that analysis to the present
in an attempt to recognize recurring patterns of Investor behavior and potentially predict future
9
price movement. Technical analysis does not consider the underlying financial condition of a
company.
Cyclical Analysis. In this type of technical analysis, we measure the movements of a particular
stock against the overall market in an attempt to predict the price movement of the security.
Quantitative Analysis. We use mathematical models in an attempt to obtain measurements of a
company’s quantifiable data, such as the value of share price or earnings per share and predict
changes to that data. A risk in using quantitative analysis is that the models used maybe based
on assumptions that prove to be incorrect.
Qualitative Analysis. We subjectively evaluate non-quantifiable factors such as quality of
management, labor relations, and strength of research and development factors not readily
subject to measurement and predict changes to share price based on that data. A risk in using
qualitative analysis is that our subjective judgment may prove incorrect.
Asset Allocation. Rather than focusing primarily on securities selection, we attempt to identify an
appropriate ratio of securities, fixed income, and cash suitable to the client’s investment goals
and risk tolerance. A risk of asset allocation is that the client may not participate in sharp
increases in a particular security, industry, or market sector. Another risk is that the ratio of
securities, fixed income, and cash will change over time due to stock and market movements
and, if not corrected, will no longer be appropriate for the client’s goals.
Risks for all forms of analysis: our securities analysis methods rely on the assumption that the
companies whose securities we purchase and sell, the rating agencies that review these
securities, and other publicly available sources of information about these securities, are
providing accurate and unbiased data. While we may reasonably attempt to ascertain or rely on
such data, that data may ultimately prove to be incorrect; there is a risk that our analysis may
be compromised by inaccurate information.
Risk of Loss
The value of securities and other investments may move up or down, sometimes rapidly and
unpredictably. Securities markets can be volatile. A client account may at any point in time be
worth less than its initial value. Regardless of how well an individual investment performs, if
financial markets decline, you could lose money. Investment in specific securities involves risks
of loss due to a variety of reasons but shouldn’t be limited to the list below:
Introduction of new products that could render existing product lines obsolete.
• Unexpected natural disasters
• Damage as the result of war and armed conflicts
• Unexpected loss of key corporate personnel
• Product recalls, manufacturing errors, loss of a major client without notice
•
• Patent suits that could cost millions of dollars in penalties
• The recall of defective products
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• Government, state, or local laws that adversely impact the ability of a company to do
business
Security Specific Risks
Stock Risk. Investing in stocks of individual companies involves inherent risk. The major risks
relate to the company’s capitalization, quality of the company’s management, quality and cost of
the company’s services, the company’s ability to manage costs, efficiencies in the manufacturing
or service delivery process, management of litigation risk, and the company’s ability to create
shareholder value (i.e., increase the value of the company’s stock price).
Foreign securities, in addition to the general risks of equity securities, have geopolitical risk,
financial transparency risk, currency risk, regulatory risk and liquidity risk.
Fixed Income Risk. Debt securities can lose value because of interest rate changes. Changes in
interest rates can also cause certain types of debt obligations to become subject to prepayment
risk and extension risk. These include securities such as mortgage-backed securities and bonds
with embedded call or put options. The issuer, the guarantor or the insurer of a fixed income
security, or the counterparty to a contract, may be unable or unwilling to make timely principal
and interest payments or to otherwise honor its obligations. Additionally, securities could lose
value due to a loss of confidence in the ability of the issuer, guarantor, insurer, or counterparty to
pay back debt. The longer the maturity and lower the credit quality of an instrument, the more
likely its value will decline as a result of such a loss of confidence. From time to time, several
issuers in a given industry may experience such difficulties simultaneously, making it difficult for
issuers in that industry to roll-over obligations, to repay creditors or to obtain liquidity in the market.
Structure Notes Risks.
Credit Risk. Structured notes are subject to the credit risk of the issuer. If the issuer defaults,
you may lose your principal investment.
Market Risk. The performance of structured notes is often linked to the underlying assets,
such as stocks, indices, or commodities. Market volatility can impact the returns and value
of these notes.
Liquidity Risk. Structured notes may not have an active secondary market, making it difficult
to sell your investment before maturity without potentially incurring a loss.
Complexity. Structured notes can be complex financial instruments with features that may
not be easily understood. It's essential to thoroughly review and understand the terms and
conditions before investing.
Potential for Limited Returns. Depending on the structure, there may be caps on the returns,
meaning you could miss out on potential gains if the underlying asset performs exceptionally
well.
Foreign Investing Risk. Investing in securities of non-U.S. issuers may involve more risk than
investing in securities of Issuers. Foreign political, economic, and legal systems, especially in
developing and emerging countries, may be less stable and more volatile than the corresponding
U.S. systems. Foreign legal systems generally have fewer regulatory requirements than the U.S.
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legal system. Certain foreign countries may impose restrictions on the ability of their issuers to
make payments of principal and interest or dividends to investors located outside the country,
due to blockage of foreign currency exchanges or otherwise. Investments in foreign securities
may be subject to non-U.S. withholding and other taxes. Investments in emerging markets are
typically subject to greater volatility and price declines than investments in developed markets.
In addition, investments in sovereign debt can involve a high degree of risk. A governmental
entity's willingness or ability to repay principal and interest in a timely manner may be affected
by, among other factors, its cash flow situation, the extent of its foreign reserves, the availability
of sufficient foreign exchange on the date a payment is due, the relative size of the debt service
burden to the economy as a whole, the governmental entity's policy towards the International
Monetary Fund and the political constraints to which a governmental entity may be subject.
Assets in our client accounts may be denominated or quoted in currencies other than the base
currency for the account. Accordingly, changes in currency exchange rates may affect the value
of these client accounts. Generally, when the base currency of an account rises in value versus
another currency, assets denominated in the non-base currency lose value because that
currency is worth less than the base currency, and vice versa.
Alternative Investment Risk. Alternative investments may have “lock-up” periods where an
investor may not be able to liquidate their investment until after a certain period of time or only at
set intervals. Consequently, such holdings may limit a client's ability to dispose of such
investments in a timely manner and at an advantageous price.
Insurance Product Risk. Investing in a fixed index life insurance policy has certain risks involved.
Insurance policy projections are based on interest rate predictions and certain rates of return that
may not actually occur. In addition, borrowing money to purchase such policies may result in the
cost of borrowing to exceed the rate of return actually achieved by a particular policy.
Mutual Fund Risk. Investments in mutual funds involve the following risks: Market risk: The risk
that you will lose some or all of your principal. As markets fluctuate, there is always a possibility
that the mutual funds you hold might be caught in a decline. Inflation risk: The risk of losing
purchasing power. If your mutual funds gain 5% in a year and the cost of living goes up by 2%,
you are left with a real return of only 3%. Interest rate risk: The risk that rising interest rates will
cause your mutual funds to decline in value. When interest rates rise, bond prices decline, and
bond mutual funds may also decline as a result.
Bond Mutual Fund Risk. Bond mutual fund investing involves four types of risk: interest rate risk,
credit risk, prepayment risk, and inflation risk. Interest rate risk is the possibility that a bond’s
price will change due to a change in prevailing interest rates. Bond prices are closely related to
interest rates. When interest rates go up, most bond prices go down. When interest rates go
down, bond prices go up. Credit risk refers to the creditworthiness of the bond issuer and its
expected ability to make timely interest payments and to pay the face value of the bond at
maturity. If a bond issuer is unable to repay principal or interest on time, the bond is said to be in
default. A decline in an issuer’s credit rating, or creditworthiness, will cause the prices of its bonds
to decline and may cause the share prices of a fund that holds the issuer’s bonds to decline as
well. Prepayment risk is the possibility that a bond owner will receive his or her principal
investment back from the issuer prior to the bond’s maturity date. This can happen when interest
12
rates fall, and an existing bond is yielding above- market rates. Inflation risk is the danger that an
increase in price levels will undermine the purchasing power of a bond’s fixed interest payments.
Currency Risk. The risk that a decline in the exchange rate will reduce your gains (or add to
losses). Even if the value of a foreign-currency-denominated fund goes up, a decline in the
foreign currency can reduce your returns when they are exchanged back into Canadian dollars.
Credit risk. The risk that the issuer of a bond or other security won't have enough money to make
its interest payments or to redeem the bonds for face value when they are due. Securities with a
higher risk of default tend to pay higher returns.
Exchange-Traded Funds ("ETFs”) Risk. Investing in ETFs carries inherent risk. Specifically,
ETFs, depending on their underlying portfolio size, can have wide price (bid and ask) spreads,
thus diluting or negating any upward price movement of the ETF. Also, ETFs require more
frequent portfolio reporting by regulators and are thereby more susceptible to actions by hedge
funds that could have a negative impact on the price of the ETF. Certain ETFs may employ
leverage, which creates additional volatility and price risk depending on the amount of leverage
utilized, the collateral and the liquidity of the supporting collateral. Like traditional mutual funds,
ETFs charge asset-based fees, but they generally do not charge initial sales charges or
redemption fees and investors typically pay only customary brokerage fees to buy and sell ETF
shares. The fees and costs charged by ETFs held in client accounts will not be deducted from
the compensation the client pays the firm. ETF shares may trade above or below their net asset
value (NAV), and a client account could lose money investing in an ETF if the prices of the
securities owned by the ETF go down. In addition, the cost of owning shares of the ETF may
exceed those a client would incur by directly investing in the underlying securities. ETFs are
subject to these additional risks:
Asset Class Risk. Securities and other assets in an ETF’s Underlying Index or in the ETF’s
portfolio may underperform in comparison to the general financial markets, a particular
financial market or other asset classes.
Authorized Participant Concentration Risk. Only an Authorized Participant may engage in
creation or redemption transactions directly with an ETF. The ETF has a limited number of
institutions that may act as Authorized Participants on an agency basis (i.e., on behalf of other
market participants).To the extent that Authorized Participants exit the business or are unable
to proceed with creation or redemption orders with respect to the ETF and no other
Authorized Participant is able to step forward to create or redeem Creation Units (as defined
in the Prospectus), ETF shares may be more likely to trade at a premium or discount to NAV
and possibly face trading halts or delisting.
Shutdown Risk. Each year, ETFs can be shut down, where the Fund is liquidated, and
shareholders are paid in cash. The ETF will often realize capital gains during the liquidation
process, which it will also pay out to the shareholders. The ETF will also incur transaction
costs during the liquidation. The best indicators of closure risk are low assets under
management; issuer strength; and rank in sector. Once the decision has been made to
liquidate an ETF, a prospectus supplement will be delivered to shareholders stating the ETF’s
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last trading date and liquidation date. It is advisable to sell any remaining shares you may be
holding before the last day of trading.
Index-Related Risk. There is no guarantee that an index ETF’s investment results will have a
high degree of correlation to those of the Underlying Index or that the ETF will achieve its
investment objective. Market disruptions and regulatory restrictions could have an adverse
effect on the ETF’s ability to adjust its exposure to the required levels in order to track the
Underlying Index. Errors in index data, index computations or the construction of the
Underlying Index in accordance with its methodology may occur from time to time and may
not be identified and corrected by the Index Provider for a period of time or at all, which may
have an adverse impact on the ETF and its shareholders.
Price Fluctuation Risks. ETFs may be bought and sold in the secondary market at market
prices. The trading prices in the secondary market may differ from the ETF’s daily net asset
value per share and there may be times when the market price is more than the net asset
value per share (premium) or less than the net asset value per share (discount). This risk is
heightened in times of market volatility or periods of steep market declines.
Tracking Error Risk. ETFs may be subject to tracking error, which is the divergence of
performance from that of the Underlying Index. Tracking error may occur because of
differences between the securities and other instruments held in the ETF’s portfolio and those
included in the Underlying Index, pricing differences, differences in transaction costs, the
ETF’s holding of cash, differences in timing of the accrual of or the valuation of dividends or
interest, tax gains or losses, changes to the Underlying Index or the costs to the ETF of
complying with various new or existing regulatory requirements. This risk may be heightened
during times of increased market volatility or other unusual market conditions. Tracking error
also may result because the ETF incurs fees and expenses, while the Underlying Index does
not.
Conflicts of Interest. A conflict of interest may arise when a person acts in more than one
capacity, and such conflict of interest may affect (whether in a positive manner or a negative
manner) the performance of an ETF. Alpha Dog Advisors seeks to ensure it is able to
appropriately and effectively identify and manage potential conflicts. It may manage potential
conflicts through avoidance, establishing information barriers or acting with an appropriate
level of independence and/or by providing appropriate disclosure of the conflict to affected
clients. Furthermore, Alpha Dog Advisors may receive remuneration from a fund
management company or such other third party acting for and on behalf of an ETF. It is not
our practice to buy and sell based on remuneration from such companies. Investment
decisions are made independently.
Leveraged ETF Risk. Investing in leveraged fund ETFs may be more volatile than investing
in broadly diversified funds. The use of leverage by an ETF fund increases the risk to the
ETF fund. These investments are not suitable for all investors and should be utilized only by
sophisticated investors who understand leverage risk, consequences of seeking daily
leveraged, or daily inverse leveraged, investment results and intend to actively monitor and
manage their investment. An investment in leveraged fund ETFs involves risk, including the
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possible loss of principal. These leveraged fund ETFs are non-diversified and include risks
associated with concentration risk, which results from investments in a particular industry or
sector and can increase volatility over time. Active and frequent trading associated with a
regular rebalance of a leveraged fund ETF can cause the price to fluctuate, therefore
impacting its performance compared to other investment vehicles. Additional risks include
correlation, compounding, market volatility and risks specific to an industry or sector.
Investing in securities involves risk of loss that clients should be prepared to bear.
Other Risks
Key Person Risk. While Alpha Dog Advisors is dependent on the activities, judgment, and
availability of Eduard Hamamjian as the Chief Investment Officer, the firm has contingency plans
in the event of Mr. Hamamjian’s absence. Mr. George Hamamjian runs the day-to-day activities
of the firm, including negotiating the terms of the structured notes, executing trades, and
rebalancing all client accounts. In the event of Mr. Eduard Hamamjian’s death or permanent
disability, Alpha Dog Advisors will continue operations under the direction of George Hamamjian,
who has a Series 65 license. Mr. George Hamamjian will fill the role of investment manager
should Mr. Eduard Hamamjian die prematurely.
Artificial Intelligence Risk. Recent technological advances in artificial intelligence and machine
learning technology (collectively, “AI”) pose risks to Adviser and its clients. AI is a branch of
computer science focused on creating systems capable of performing tasks that typically require
human intelligence; this includes, among other things, methods for analyzing, modeling, and
understanding markets as well as developing algorithms that can learn to perform various tasks.
AI, a developing technology, has inherent risks and limitations, such as undetected errors,
defects or security vulnerabilities, as well as some not yet known. Alpha Dog Advisors may use
AI in its business operations, such as to inform and augment its investment decision-making,
provide client services, and other business purposes.
Investment Strategies
We run a hybrid strategy built for income and principal protection. At the core, we negotiate
structured notes with the largest investment banks—carefully selected with downside protection
built in—while paying dividends generally between nine and eighteen percent (although the rates
could be lower). We seek to hedge at least 50% of every client portfolio against principal loss,
using notes and private equity funds (for accredited investors only) that include principal hedges
in each investment. We will hedge our portfolio up to 100% as required by each client’s timeline
and risk profile. We also hold individual stocks and ETFs, including blue-chip and sector funds.
We do not use leverage in our portfolio strategies.
In addition, we use the following investment strategies in managing client accounts based on our
assessment of the needs of the client, the client's investment objectives, risk tolerance, and time
horizons, among other considerations:
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Long-term purchases. We purchase securities with the idea of holding them in the client's account
for a year or longer. A risk in a long-term purchase strategy is that by holding the security for this
length of time, a client may not take advantage of short-term gains that could be profitable to a
client. Moreover, if our predictions are incorrect, a security may decline sharply in value before
we make the decision to sell.
Short-term purchases. When utilizing this strategy, we purchase securities with the idea of selling
them within a relatively short time (typically a year or less). We do this in an attempt to take
advantage of conditions that we believe will soon result in a price swing in the securities we
purchase.
Short sales. Short selling involves the sale of a security that is borrowed rather than owned. When
a short sale is affected, the investor is expecting the price of the security to decline in value so
that a purchase or closeout of the short sale can be affected at a significantly lower price. The
primary risks of effecting short sales are the availability to borrow the stock, the unlimited potential
for loss, and the requirement to fund any difference between the short credit balance and the
market value of the security.
Investing in securities involves risk of loss that clients should be prepared to bear.
Item 9: Disciplinary Information
On April 12, 2024, the SEC entered an order instituting administrative and cease and desist
proceedings pursuant to Sections 203(e) and 203(k) of the Investment Advisers Act of 1940, and
Sections 9(b) and 9(f) of the Investment Company Act of 1940, making findings and imposing
remedial sanctions and a cease-and-desist order against Alpha Dog Advisors (the “Order”).
Alpha Dog Advisors consented, without admitting or denying the SEC’s findings, to pay a civil
penalty for failure to (i) adhere to amended marketing rules; (ii) keep appropriate books and
records; and (iii) adopt and implement certain compliance policies and procedures. In addition
to the civil penalty, Alpha Dog Advisors has complied with certain undertakings.
Item 10: Other Financial Industry Activities and Affiliations
As discussed in Item 5 above, representatives of Alpha Dog Advisors may also receive
compensation from the sale of insurance products that is separate from the management fees
charged. This may present a conflict of interest due to the financial incentive to recommend such
investments based on the compensation received. Generally, the conflict, if any, is addressed by
disclosing the fact that the client is purchasing an investment that is separate from the services
of Alpha Dog Advisors, and for which a representative of Alpha Dog Advisors receives a
commission. It is important, however, that Alpha Dog Advisors will take into consideration a
client's insurance and future cash flow needs in the context of an overall investment strategy and
estate plan when evaluating a client's needs. Assets for the insurance products are managed on
a non-discretionary basis. Clients should understand that they are not required to purchase
insurance products from Alpha Dog Advisors and/or its representatives. Clients have the option
to purchase insurance products from other sources.
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Alpha Dog Advisors sources these insurance products via a relationship with field marketing
organizations such as Universal Financial Consultants (“UFC”) and BackNine Insurance and
Financial Services, Inc. (“B9”, together with “UFC”, the “FMOs”). The FMOs offer insurance
products and services to a variety of insurance agents or agencies. Consequently, our
relationship with the FMOs allows us to offer various insurance products that are suitable for our
clients’ needs such as the Fix Index life products that we use from time to time to help our clients
plan for tax free income in retirement. Alpha Dog Advisors does not compensate the FMOs but
may receive compensation from the sale of insurance products, as stated in the paragraph
above.
Item 11: Code of Ethics, Participation or Interest in Client Transactions and
Personal Trading
Our Firm has adopted a Code of Ethics which all supervised persons are required to adhere to.
The Code of Ethics places upon Alpha Dog Advisors and our personnel a duty of loyalty, fairness
and good faith towards our clients, and an obligation to adhere not only to the specific provisions
of the Code of Ethics but to the general principles that guide the Code of Ethics.
Our Code of Ethics is designed to address and avoid potential conflicts of interest and sets forth
a standard of business conduct and compliance for all employees. Our Code of Ethics includes
policies and procedures for the review and reporting of personal securities transactions and
violations and prohibits the use of material nonpublic information.
A copy of our Code of Ethics is available to our advisory clients and prospective clients. You may
request a copy by sending an email to eduard@GeaSphere.com, or by calling us at 401-351-
4900.
In connection with personal trading, employees and family members are required as a
condition of employment to invest personal funds only at Schwab under the direct management
of Alpha Dog Advisors Model portfolios. Employees receive the same securities and the same
pricing as all clients at the same time as clients do. Alpha Dog Advisors does not allow any other
personal trading investments.
Item 12: Brokerage Practices
Alpha Dog Advisors may require that clients establish brokerage accounts with certain broker-
dealers to maintain custody of clients’ assets and to effect trades for their accounts. Alpha Dog
Advisors currently recommends Schwab Institutional to their clients. Factors that Alpha Dog
Advisors considers in selecting a broker-dealer include, but are not limited to, the broker-dealer’s
financial strength, reputation, quality of execution and responsiveness, pricing, research and
service. In deciding to use any broker-dealer, Alpha Dog Advisors’ objective is not necessarily to
obtain the lowest possible cost, but to obtain the best qualitative execution under the
circumstances. As a result, the commissions and/or transaction fees charged by the broker-
dealer may be higher or lower than those charged by other broker-dealers. Alpha Dog Advisors
does not receive a portion of these fees or commissions charged by the broker-dealer.
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Alpha Dog Advisors does not have any formal soft-dollar arrangements. However, Alpha Dog
Advisors may benefit from services provided by the broker-dealer such as generic research
reports, electronic delivery of client information, electronic trading platforms, and other incidental
services provided by the broker-dealer for the benefit of the clients. Alpha Dog Advisors’ receipt
of these services for a discount or no charge may create an incentive for Alpha Dog Advisors to
choose or continue to use a particular broker-dealer. Alpha Dog Advisors has examined this
potential conflict of interest when choosing to enter into a relationship with the broker-dealer and
has determined that the relationship is in the best interest of Alpha Dog Advisors’ clients and is
consistent with its client obligations, including the duty to seek best execution.
Transactions for each client account generally will be effected independently unless we decide
to purchase or sell the same securities for several clients at approximately the same time. We
may (but are not limited to) combine or “batch” such orders to obtain best execution, negotiate
more favorable commission rates, or allocate equitably among our client differences in prices
and commissions or other transaction costs that might have been obtained had such orders been
placed independently. Under this procedure, transactions will be averaged as to price and will be
allocated among our clients in proportion to the purchase and sale orders placed for each client
account on any given day. To the extent that we aggregate client orders for the purchase or sale
of securities, we shall do so in accordance with applicable rules promulgated under the Advisers
Act and no-action guidance provided by the staff of the Securities and Exchange Commission.
We shall not receive any additional compensation or remuneration as a result of the aggregation.
We shall endeavor to process all Account transactions in a timely manner, but do not represent
nor guarantee that any such transaction shall be processed or effected by the broker- dealer on
the same day as requested.
Not all advisers require their clients to direct brokerage. By directing brokerage, you may be
unable to achieve the most favorable execution of client transactions, and this practice may cost
clients more money. As a matter of policy and practice, Alpha Dog Advisors does not provide
directed brokerage services to clients. Furthermore, Alpha Dog Advisors requires all trading in
model portfolios to be executed by Alpha Dog Advisors portfolio managers and not by clients for
its discretionary accounts for which Alpha Dog Advisors has Discretionary Authority (as defined
under Item 16). We do not allow clients to trade in model portfolios. Alpha Dog Advisors does
not direct brokerage transactions to broker/dealers in exchange for client referrals. Alpha Dog
Advisors does not permit clients to direct brokerage to a broker-dealer.
Item 13: Review of Accounts
Client accounts are reviewed at least annually. More frequent reviews may be triggered by
material changes in variables such as the client's individual circumstances, or the market, political
or economic environment. Accounts are reviewed by Eduard Hamamjian, Managing Member.
In addition to the periodic statements that clients receive from their broker-dealer/custodian,
Alpha Dog Advisors may provide annual reports summarizing account performance, balances
and holdings. We urge clients to compare these reports with the statements sent by the broker-
dealer/custodian. Alpha Dog Advisors is in the process of providing all clients with client portals
that clients can access at any time to receive performance reports and firm communications and
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notices.
Item 14: Client Referrals and Other Compensation
Our Firm may pay referral fees to independent persons or firms for introducing clients to us in
accordance with Rule 206(4)-1. While Alpha Dog Advisors has had referral arrangements in the
past, it currently does not have any in place. In the event the Alpha Dog Advisors enters into
such referral arrangements in the future, disclosure of the terms of the arrangement, including
the fee structure, will be provided to such impacted prospective client prior to executing a Client
Services Agreement and in accordance with applicable law.
From time to time, Alpha Dog Advisors may also refer clients to unaffiliated third-party providers
that offer tax-oriented financial planning, investment, and wealth management strategies. These
arrangements may involve privately offered investment vehicles, partnership interests, financing
arrangements, investment management services, and other strategies designed to defer, reduce,
or otherwise manage a client's tax liabilities.
If a client referred by Alpha Dog Advisors elects to participate in one of these programs, Alpha
Dog Advisors may receive compensation from the third-party provider equal to 1.5% of the
amount invested or contributed by the client. The referral fee is paid by the third-party provider
from its own revenues and does not increase the fees or expenses otherwise charged to the
client as a result of participating in the program. The receipt of this compensation creates a
conflict of interest because Alpha Dog Advisors has a financial incentive to recommend programs
from which it receives compensation. Alpha Dog Advisors addresses this conflict by evaluating
whether the referral is appropriate based on the client's financial circumstances, investment
objectives, tax-planning needs, risk tolerance, liquidity needs, and other relevant considerations.
Clients are under no obligation to participate in any program recommended by Alpha Dog
Advisors and may obtain similar services from other providers. Alpha Dog Advisors does not
guarantee that any anticipated tax treatment or tax benefit associated with these arrangements
will be realized, and clients are encouraged to consult with their own tax and legal advisers
regarding the consequences of participating in such programs.
From time to time, depending on a client's needs, Alpha Dog Advisors refers clients to Bailey
and Company, an accounting firm, for tax services. Alpha Dog Advisors does not receive
compensation from Bailey and Company for these referrals.
Alpha Dog Advisors acknowledges that Bailey and Company is the accounting firm for Alpha
Dog Advisors and Alpha Dog Advisors manages the investment assets of Bailey and Company.
Alpha Dog Advisors has examined this potential conflict of interest with Bailey and Company and
has determined that the relationship may be in the best interest of Alpha Dog Advisors’ clients.
Alpha Dog Advisors remains committed to its clients and its fiduciary obligations.
Item 15: Custody
Alpha Dog Advisors shall not maintain physical custody of client assets; client assets will be held
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in the custody of a custodian meeting the requirements of a “qualified custodian” under Rule
206(4)-2 of the Advisers Act. Clients will receive from the qualified custodian on at least a monthly
basis a periodic statement that detail account activity for the given reporting period. Clients will
also receive from us a monthly statement that provides performance and transaction information
of their account. Clients should compare any account statements they receive from the qualified
custodian with those statements that they receive from us. Clients should contact us directly if
they believe that there may be an error in their statement.
Item 16: Investment Discretion
Alpha Dog Advisors has received discretionary authority from its clients to manage client
accounts in accordance with the firm’s model portfolios described in Item 4 (the “Discretionary
Authority”). Additionally, some of our clients may ask us, from time to time, for advice on how to
allocate assets to their third-party retirement accounts. We do not have discretion over these
third-party retirement accounts; however, we will provide asset allocation advice based on a
portfolio and risk analysis to ensure our clients are receiving well-rounded investment advice for
all their investment portfolios. The client has sole discretion over these third-party retirement
accounts and can decide whether or not they want to follow our advice.
Our Discretionary Authority includes the ability to do the following without contacting the client:
• Determine the security to buy or sell; and/or
• Determine the amount of the security to buy or sell
Clients give us Discretionary Authority when they sign a discretionary Client Services Agreement
with our Firm (the “Agreement”). If a client needs limitations on our Discretionary Authority, we
may not be able to accommodate such client as we cannot manage a client's funds in our models
without discretion. Additionally, we do not offer clients the ability to opt out of certain securities if
they are invested in our models. If clients require that ability, we can offer a custom model for
only that client.
Via the Agreement, Clients appoint us as attorney-in-fact and grant us limited power-of-attorney
and trading authority over their account(s). The client may revoke our Discretionary Authority in
writing at any time. If a client revokes our Discretionary Authority, we will not be able to manage
the client’s account, and the client ceases to be our client. In this instance we will also not provide
investment advice to a client’s third-party accounts over which we have no discretion (i.e.,
retirement accounts). If a client revokes our Discretionary Authority or trades securities on an
account that is subject to a discretionary agreement, we will document and confirm such changes
to the client in a written letter and keep such letter in the compliance files.
To the extent a client desires services outside the scope of our investment discretion, the specific
nature of the services required shall be set forth in a separate written agreement for which
services we shall be paid a separate and additional fee.
Alpha Dog Advisors also has the sole discretion to determine the broker-dealer to be used for a
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purchase or sale of securities for a client’s account.
Item 17: Voting Client Securities
We vote proxies for all client accounts unless instructed otherwise in writing by the client. With
respect to ERISA accounts, we vote proxies unless the plan documents specifically reserve the
plan sponsor’s right to do so. We do not advise nor act on behalf of the client in legal proceedings
involving companies whose securities are held in the client’s account(s), including, but not limited
to, the filing of “Proofs of Claim” in class action settlements. If desired, clients may direct us to
transmit copies of class action notices to the client or a third party.
Upon such direction, we will make commercially reasonable efforts to forward such notices in a
timely manner.
Our objective is to vote proxies in the best interests of its clients and in accordance with our
established policies and procedures. If our Firm has a conflict of interest in voting a particular
action, we may notify the client of the conflict and retain an independent third-party to cast a vote.
Clients may obtain a copy of our proxy voting policy, guidelines, and procedures, as well as the
proxy voting records for that client’s securities, by contacting Eduard Hamamjian by telephone at
401-351-4900, by email to eduard@GeaSphere.com, or in writing.
Item 18: Financial Information
We do not require prepayment of more than $500 in fees six months or more in advance. We
have not been subject to a bankruptcy petition at any time during the past ten years. We do not
have any financial conditions or impairments that would prevent us from meeting our contractual
commitments to our clients.
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