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CRD# 283226
9750 Ormsby Station Rd., Suite 102 Louisville, Kentucky 40223
502-805-3000
March 19, 2025 Brochure
This brochure provides information about the qualifications and business practices of Cardinal
Strategic Wealth Guidance, LLC , d/b/a Saling Wealth Advisors (“Saling Wealth Advisors” or the
“Adviser”). If you have any questions about the contents of this brochure, please contact us at 502-
805-3000 or Emily@salingadvisors.com. The information in this brochure has not been approved
or verified by the United States Securities and Exchange Commission or by any state authority.
Saling Wealth Advisors is an investment advisory firm registered with the appropriate regulatory
www.AdviserInfo.sec.gov
authority. Registration does not imply a certain level of skill or training. Additional information
about Saling Wealth Advisors is also available on the SEC’s website at
.
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Item 2- Material Changes
Since the last Annual Amendment of Saling’s ADV Brochure on March 18, 2024, the following
changes have been made:
October 23, 2024
•
Item 5 – Fees and Compensation and Item 10 – Other Financial Industry Activities and
Affiliations were updated to reflect that Mr. Eric Saling is no longer a licensed insurance
agent.
March 19, 2025
•
Item 4-Advisory Business was updated to reflect the Adviser’s Assets under
Management as of December 31, 2024.
2
Item 3- Table of Contents Page
Table of Contents
Item 2 - Material Changes .................................................................................................................. 2
Item 3 - Table of Contents Page .......................................................................................................... 3
Item 4 - Advisory Business ................................................................................................................. 4
Item 5 - Fees and Compensation ........................................................................................................ 6
Item 6 - Performance-Based Fees and Side-By-Side Management ..................................................... 11
Item 7 - Types of Clients ................................................................................................................... 11
Item 8 - Methods of Analysis, Investment Strategies and Risk of Loss ................................................ 11
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 .......... 16
Item 12 - Brokerage Practices ........................................................................................................... 17
Item 13 - Review of Accounts ........................................................................................................... 19
Item 14 - Client Referrals and Other Compensation .......................................................................... 19
Item 15 - Custody .............................................................................................................................................. 19
Item 16 - Investment Discretion .................................................................................................................. 20
Item 17 - Voting Client Securities ..................................................................................................... 20
Item 18 - Financial Information ........................................................................................................ 20
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Item 4- Advisory Business
General Information
Saling Wealth Advisors was formed in February 2016 and provides financial planning, portfolio
management, and general consulting services to its clients. Eric Saling is the principal owner of
Saling Wealth Advisors. Jason Stuber, Tendai Charasika, Emily Saling, Amy Stuber and Jeff Gough
also own equity in the firm.
As of December 31, 2024, Saling Wealth Advisors managed $490,292,197 on a discretionary basis
and $27,279,459 on a non-discretionary basis.
Advisory Business in General
At the outset of each client relationship, Saling Wealth Advisors spends time with the client, asking
questions, discussing the client’s investment experience and financial circumstances, and reviewing
options for the client. Based on its reviews, Saling Wealth Advisors generally develops with each
client:
•
•
A personalized Investor Profile based on the client’s financial circumstances, goals, and risk
tolerance level (the “Investor Profile”); and
the client’s investment objectives and guidelines (the “Investor Profile”).
The Investor Profile is a reflection of the client’s current financial picture and a look to the future
goals of the client. The Investment Profile outlines the general types of investments Saling Wealth
Advisors will make on behalf of the client in order to meet those goals. The Profile is reviewed
periodically with each client and updated when necessary.
Where Saling Wealth Advisors provides general consulting services, Saling Wealth Advisors will
work with the client to prepare an appropriate summary of the specific project(s) to the extent
necessary or advisable under the circumstances.
Financial Planning
Saling Wealth Advisors offers comprehensive financial planning services to those clients in need of
such service in conjunction with Portfolio Management services. Saling Wealth Advisors’
comprehensive financial planning services normally address areas such as general cash flow
planning, retirement planning, estate planning analysis, tax planning analysis, and insurance
analysis. The goal of this service is to assess the financial circumstances of the client in order to
more effectively develop the client’s Investment Plan. Financial Planning is offered as a stand-alone
service or for a separate fee, but is typically provided in conjunction with the management of the
portfolio.
Portfolio Management
Discretionary Asset Management
As described above, at the beginning of a client relationship, Saling Wealth Advisors meets with the
client, gathers information, and performs research and analysis as necessary to develop the client’s
Investment Plan. The Investment Plan will be updated from time to time when requested by the
client, or when determined to be necessary or advisable by Saling Wealth Advisors, based on
updates to the client’s financial or other circumstances.
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To implement the client’s Investment Plan, Saling Wealth Advisors will manage the client’s
investment portfolio on a discretionary basis. As a discretionary investment adviser, Saling Wealth
Advisors will have the authority to supervise and direct the portfolio without prior consultation
with the client.
Notwithstanding the foregoing, clients may impose certain written restrictions on Saling Wealth
Advisors in the management of their investment portfolios, such as prohibiting the inclusion of
certain types of investments in an investment portfolio or prohibiting the sale of certain
investments held in the account at the commencement of the relationship. Each client should note,
however, that restrictions imposed by a client may adversely affect the composition and
performance of the client’s investment portfolio. Each client should also note that his or her
investment portfolio is treated individually by giving consideration to each purchase or sale for the
client’s account. For these and other reasons, performance of client investment portfolios within
the same investment objectives, goals and/or risk tolerance may differ and clients should not
expect that the composition or performance of their investment portfolios would necessarily be
consistent with similar clients of Saling Wealth Advisors.
Non-Discretionary Accounts
In certain circumstances Saling Wealth Advisors will manage accounts on a non-discretionary basis
for clients who are unwilling or unable to provide limited power of attorney to us, as well as for
clients who invest in alternative investments (See Section 5 – Fees and Compensation, Section 6 –
Performance Based Fees and Section 8 – Methods of Analysis and Risk of Loss below). Clients that
determine to engage Saling Wealth Advisors on a non- discretionary investment advisory basis must
be willing to accept that Saling Wealth Advisors cannot effect any account transactions without
obtaining prior consent to such transaction(s) from the client. Thus, in the event that Saling Wealth
Advisors would like to make a transaction for a client’s account (including in the event of an
individual holding or general market correction), and the client is unavailable, then Saling Wealth
Advisors will be unable to effect the account transaction(s) (as it would for its discretionary clients)
without first obtaining the client’s consent.
Retirement Plan Rollovers – No Obligation / Conflict of Interest.
A client or prospective client leaving an employer has four options regarding an existing retirement
plan (and may engage in a combination of these options): (i) leave the money in the former
employer’s plan, if permitted, (ii) roll over the assets to the new employer’s plan, if one is available
and rollovers are permitted, (iii) roll over to an Individual Retirement Account (“IRA”), or (iv) cash
out the account value (which could, depending upon the client’s age, result in adverse tax
consequences). If Saling Wealth Advisors recommends that a client roll over their retirement plan
assets into an account to be managed by the Saling Wealth Advisors, such a recommendation
creates a conflict of interest if the Saling Wealth Advisors will earn a new (or increase its current)
advisory fee as a result of the rollover.
No client is under any obligation to roll over retirement plan assets to an account managed by Saling
Wealth Advisors.
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Raymond James Trust Accounts
Pursuant to an agreement with Raymond James Trust, N.A. (“RJT”), RJT will take possession and
control of all account Assets and consult with us regarding all matters pertaining to the investments
in the account including, but not limited to, the determination of the appropriate investment
objective, the asset allocation and the execution of trades. The sole and final approval of such
recommendation rests with RJT and, if applicable, its co-fiduciary. The appropriateness of
investment recommendations are determined by the account’s governing agreement and applicable
law. RJT will also communicate directly with the Client, as necessary.
Portfolio Management Disclosures
Portfolio Activity.
Saling Wealth Advisors has a fiduciary duty to provide services consistent with
the client’s best interest. As part of its investment advisory services, Saling Wealth Advisors will
review client portfolios on an ongoing basis to determine if any changes are necessary based upon
various factors, including but not limited to investment performance, fund manager tenure, style
drift, account additions/withdrawals, the client’s financial circumstances, and changes in the
client’s investment objectives. Based upon these and other factors, there may be extended periods
of time when Saling Wealth Advisors determines that changes to a client’s portfolio are neither
necessary nor prudent. Notwithstanding, there can be no assurance that investment decisions made
by Saling Wealth Advisors will be profitable or equal any specific performance levels.
Cash Positions.
Saling Wealth Advisors may maintain cash and cash equivalent positions within an
actively managed account (such as money market funds) for defensive and liquidity purposes.
Unless otherwise agreed in writing, all cash and cash equivalent positions will be included as part of
assets under management for purposes of calculating the Saling Wealth Advisors’ investment
advisory fee.
Client Obligations
. In performing its services, Saling Wealth Advisors shall not be required to
verify any information received from the client or from the client’s other designated professionals,
and is expressly authorized to rely thereon. Moreover, each client is advised that it remains their
responsibility to promptly notify Saling Wealth Advisors if there is ever any change in their
financial situation or investment objectives for the purpose of reviewing, evaluating or revising
Saling Wealth Advisors’ previous recommendations and/or services.
Item 5- Fees and Compensation
General Fee Information
Clients generally pay management fees to Saling Wealth Advisors from their brokerage account(s).
Accordingly, client accounts pay a management fee, plus the cost of transactions in the account.
Item 12 - Brokerage Practices
The fees noted above are separate and distinct from the internal fees and expenses charged by
mutual funds, ETFs (exchange traded funds) or other investment pools to their shareholders
(generally including a management fee and fund expenses, as described in each fund’s prospectus
or offering materials). The client should review all fees charged by funds, brokers, Saling Wealth
Advisors and others, to fully understand the total amount of fees paid by the client for investment
and financial-related services. Please see
for additional information.
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Financial Planning Fees
When Saling Wealth Advisors provides financial planning services to clients, these fees generally
will be included in the portfolio management fees.
On occasion, Saling Wealth Advisors will offer stand-alone financial planning services. The rate for
creating client financial plans is between $2500 and $10,000. The fees are negotiable. Fixed
Financial Planning fees are paid quarterly in arrears, via cash, check, or wire.
Portfolio Management Fees (for Saling WMA and RJT accounts)
Generally, to open an account with Saling Wealth Advisors, clients must invest at least $1,000,000
into their accounts with Saling Wealth Advisors. The annual fee schedule, based on a percentage of
assets under management, is as follows:
Assets
Annual Fee*
1.50%
1.25%
1.00%
0.95%
0.90%
0.85%
0.80%
0.75%
0.70%
0.65%
0.60%
$500,000 and Less
$500,001 - $1,000,000
$1,000,001 - $2,000,000
$2,000,001 - $3,000,000
$3,000,001 - $4,000,000
$4,000,001 - $5,000,000
$5,000,001 - $6,000,000
$6,000,001 - $7,000,000
$7,000,001 - $8,000,000
$8,000,001 - $9,000,000
$9,000,001 - $10,000,000
+$10,000,000 and Special Situations**
* The indicated rate listed under “Annual Fee” is applied to all assets under
management.
** Saling Wealth Advisors may, at its discretion, make exceptions to the foregoing or
negotiate special fee arrangements where Saling Wealth Advisors deems it appropriate
under the circumstances.
The Portfolio Management fee will be paid quarterly in advance based upon the market value of the
Assets at the close of the New York Stock Exchange on the last business day of the previous billing
period (“Billing Period”) as valued by the custodian of your Assets. No portion of the Wealth
Management Fee will be based on capital gains or appreciation of the Assets. There will be no
increase in the Wealth Management Fee without prior written notice.
If management begins after the start of a quarter, fees will begin at the start of the next quarter. If
Assets are deposited or withdrawn after the beginning of a billing period, the management fee will
reflect these changes on the subsequent quarterly billing period. Fees are normally debited directly
from client account(s) unless other arrangements are made. In the event the advisory agreement is
terminated, the fee for the final billing period is fully rebated and refunded to the client.
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Either Saling Wealth Advisors or the client may terminate their Wealth Management Agreement at
any time, subject to any written notice requirements in the agreement. In the event of termination,
any paid but unearned fees will be promptly refunded to the client based on the number of days
that the account was managed, and any fees due to Saling Wealth Advisors from the client will be
invoiced or deducted from the client’s account prior to termination.
Raymond James Trust, N.A.
RJT maintains a published fee schedule for its services. Pursuant to that schedule you will be
charged directly by RJT. RJT reserves the right to amend the fee schedule from time to time. The fee
schedule includes extraordinary fees that may apply in unusual situations. RJT currently bills client
accounts in arrears quarterly, or in some instances, monthly. If you have any questions regarding
fees on your account, please contact us or your RJT Trust Officer.
Other Compensation
Alternative Investments
Clients investing in the iCAPITAL-BTAS US ACCESS FUND will be subject to management and other
fees charged by iCapital in addition to fees charged by (1) Saling Wealth Advisors and (2) the
Blackstone Fund. In addition, Clients investing in alternative investment strategies may either
directly or through allocations by the Adviser to such strategies, bear the following expenses:
i.
ii.
iii.
iv.
v.
vi.
vii.
viii.
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All organizational and offering expenses;
All third-party costs, fees or expenses incurred in connection with the performance of all
due diligence investigations in relation to the acquisition, ownership, management,
repositioning, development, redevelopment, capital expenditure in relation to, or realization
of, any investment (including any dead deal costs);
The third-party costs, fees or expenses incurred in connection with the negotiating,
structuring, financing and documenting of the acquisition, ownership and realization of
any investment, including pursuing joint venture partners, forming joint ventures, co-
investments and syndicating investments (including broken deal costs), any investment-
related costs, fees or expenses and brokerage, underwriting or similar commissions
incurred in relation to any investment (including broken deal costs);
Any other third-party costs, fees or expenses incurred in connection with the acquisition,
ownership, management, repositioning, development, redevelopment or capital
expenditure in relation to, or realization of, any investments (including broken deal costs);
The third-party costs, fees and expenses required to be paid in connection with any credit
facility to be obtained or assumed in connection with any fund entity or investment,
including the legal fees and expenses of lenders’ legal counsel, the fees and expenses of the
fund's legal counsel, brokers’ fees, lenders’ assumption or transfer fees and required
reserves (including broken deal costs);
Transfer taxes, title premiums, environmental insurance premiums, underwriters'
commissions and other closing costs and expenses payable or incurred in connection with
the acquisition, ownership and realization of any investment;
The costs, fees and expenses associated with the formation of any joint venture, co-
investment or any syndication in relation to any investment;
The costs, fees and expenses, including any interest expenses, incurred in respect of any
credit facility, including any subscription line credit facility;
ix.
x.
xi.
xii.
xiii.
The costs, fees and expenses and any taxation associated with re-balancing the interests
of the fund in another fund entity where it is issuing or repurchasing interests of an
investor;
The costs, fees and expenses of all brokers, managers, architects, accountants, tax
advisers, administrators, lawyers, investment bankers, consultants, underwriters,
auditors, appraisers, valuers, valuation advisers, calculation agents and other
professional advisers or experts who are engaged in relation to the operation of the
fund or any investment;
All costs, fees and expenses associated with the preparation and filing of any
combined or composite financial or tax return on behalf of the investors;
The costs, fees and expenses of any independent fiduciary and meetings thereof;
The costs and expenses of the investment advisory committee and any meetings
thereof and other meetings of investors and the reasonable travel, lodging, dining and
other expenses incurred by attending investment advisory committee meetings in
person;
xiv.
xv.
xvi.
xvii.
xviii.
xix.
xx.
xxi.
xxii.
The costs, fees or expenses incurred in connection with making any filings with
any governmental or regulatory authority (including any filings made on behalf
of one or more investors), or with listing any investment or fund entity on any
exchange;
The costs, fees or expenses incurred in threatening, making, defending, investigating or
settling any claim, counterclaim, demand, action, suit or proceedings of any kind or
nature (including legal and accounting fees and expenses, costs of investigation incurred
in making, defending or settling any of the same);
Insurance premiums (excluding any premiums for director and officer insurance and
professional indemnity insurance in respect of any director, officer or employee of the
Adviser or any of its Affiliates in relation to such a person acting as a director, officer or
employee of any fund entity in relation to, or in connection with, the fund or any
investment), claims and expenses, including the advancement thereof, and legal fees,
disbursements and governmental fees and charges associated therewith;
Claims and expenses incurred by any indemnified party (including the Adviser, its
affiliates and their respective employees), including in connection with any untrue
representation or warranty contained in any document relating to any investment and
any offering document for any debt or equity issuance or other borrowing (except in
certain enumerated circumstances);
The costs, fees and expenses relating to marketing the fund to potential investors,
including the costs, fees and expenses associated with registering the fund for
marketing in certain jurisdictions, any translations of the fund prospectus and
constituent documents and any side letters with investors;
The costs, fees and expenses relating to the establishment, operation, re-
organization, termination, dissolution and/or liquidation of any fund entity, except
to the extent that the constituent documents for any such entity provide to the
contrary that any such costs, fees and expenses are to be borne by the investors in
such entity;
The amount of any value-added tax paid by the Adviser or its Affiliates in relation to a
fund entity, in relation to, or in connection with, the business of the fund including (for
the avoidance of doubt) any value-added tax in connection with all costs, fees or
expenses related to the fund's operations;
Any statutory or regulatory fees, if any, levied against or in respect of any fund entity,
together with the costs incurred in preparing any such submission required by any tax,
statutory or regulatory authority or agency;
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Any taxation, fees or other governmental charges levied against any fund entity
xxiii.
and all expenses incurred in connection with any tax or regulatory audit,
investigation, settlement or review of any fund entity;
The costs, fees and expenses relating to the establishment and operation of the
general partner or any person in an analogous position in respect of any fund
entity;
xxiv.
xxv.
xxvi.
xxvii.
xxviii.
xxix.
xxx.
xxxi.
The costs, fees and expenses incurred by each unaffiliated board (if any) including the
reasonable travel, lodging, dining and other expenses for attending the annual, quarterly
and other meetings thereof in person and the director fees of such directors;
The costs, fees and expenses associated with any independent valuation adviser, the
auditors and professional appraisers or other advisers in the preparation of the annual
audit of the fund, the valuation of its assets and other persons associated with the
preparation, printing and communication of valuations and reports to investors and any
financial statements or tax returns for the fund or its investors;
The costs, fees and expenses of the administrator, the custodian, the depositary or any
other fund service providers who are engaged in respect of the operation of the fund
(including Affiliates of the Adviser who provide such services);
The costs, fees and expenses associated with research into furtherance of, and with
direct applicability to, the fund's investment activities (including engaging consultants
and other activities that promote deal pipeline development);
Reasonable out-of-pocket travel, lodging and similar expenses incurred by the Adviser,
or any other entity or their respective directors, officers or employees arising from the
acquisition, ownership, operation or disposal of any investment (in the case of a
proposed investment, whether or not actually acquired, or in the case of an existing
investment, whether or not actually disposed of) or other operation of the fund;
Costs, fees and expenses incurred in connection with conversion from one currency into
another and any hedging or currency transactions, including such transactions hedging
any foreign exchange or other risks associated with any investments or any fund entity;
Any overhead costs, fees and expenses and salaries and benefits in connection with
maintaining an office and/or directors, officers or employees of any fund entity in a
particular jurisdiction, where such office is being maintained or such persons are
located in such jurisdiction specifically for the benefit of the fund; and
Any costs, fees and expenses incurred to alter or modify the structure of the fund
(including in order to comply with any anticipated or applicable regulation or law or to
enable the fund to operate in a more efficient manner), provided that, for the avoidance
of doubt, the foregoing examples will not be taken to be inclusive of all costs, fees and
expenses which will be fund expenses.
The foregoing examples of expenses related to alternative investment strategies is not exhaustive
and should not be taken to be inclusive of all costs, fees and expenses associated with such
strategies or viewed as exclusive to such strategies. Certain examples relate to traditional strategies
as well.
For details on private fund expenses of the private funds advised by an Adviser, please refer to the
offering documents for the funds.
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Item 6- Performance-Based Fees and Side-By-Side Management
Saling Wealth Advisors does not have any performance-based fee arrangements. “Side by Side
Management” refers to a situation in which the same firm manages accounts that are billed based
on a percentage of assets under management and at the same time manages other accounts for
which fees are assessed on a performance fee basis. Because Saling Wealth Advisors has no
performance-based fee accounts, it has no side-by-side management. However, clients who utilize
alternative investments may be charged a performance fee by the manager of the alternative
investment fund that is in addition to Saling Wealth Advisors' management fee. For details
regarding the fees charged by an alternative investment, each client should refer to the alternative
investment’s private placement memorandum.
Item 7- Types of Clients
Saling Wealth Advisors serves individuals, trusts, and estates. Generally, to open an account with
Saling Wealth Advisors, clients must invest at least $1,000,000 into their accounts with Saling
Wealth Advisors. Under certain circumstances and in its sole discretion, Saling Wealth Advisors
may negotiate such minimums.
Item 8- Methods of Analysis, Investment Strategies and Risk of Loss
Methods of Analysis and Investment Strategies
Utilizing research from a variety of sources including asset allocation guidance from Blackrock,
mutual fund & ETF due diligence from Morningstar, and economic research from J.P. Morgan, Saling
Wealth Advisors constructs and maintains mutual fund and exchange traded fund (ETFs) portfolios
for clients appropriate for their Investor Profile.
Saling Wealth Advisors' investment selection process involves both qualitative and quantitative
analysis.
•
•
Qualitative Analysis includes periodic due diligence on mutual funds involving qualitative
reviews of fund investment process and philosophy, the management team, parent
company and internal expenses.
Quantitative Analysis includes a periodic review of mutual fund risk and return evaluation
metrics.
Saling Wealth Advisors generally does not recommend the purchase of individual equity or fixed
income securities; however, it will provide advice with respect to legacy positions in a client’s
account or positions acquired at a client’s direction.
Private Funds
Alternative Investments in private funds are utilized on a non-discretionary basis only and each
client will have to complete the subscription documents required by each respective fund. The only
alternative investment we currently employ is the iCAPITAL-BTAS US ACCESS FUND, L.P. The
Access Fund will invest substantially all of its investable assets into Blackstone Total Alternatives
Solution L.P. (the “Blackstone Fund”). The Blackstone Fund’s primary objective is to invest across a
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broad mix of Blackstone’s private equity, real asset, credit and opportunistic alternative asset
management strategies.
Clients investing in the iCAPITAL-BTAS US ACCESS FUND will be subject to management and other
fees charged by iCapital in addition to fees charged by (1) Saling Wealth Advisors and (2) the
Blackstone Fund. See Item 5 - Fees and Compensation for more information.
Risks of Loss
Past performance is not indicative of future results. Therefore, current and prospective clients
should never assume that future performance of any specific investment or investment strategy
will be profitable. Investing in securities (including stocks, bonds, and pooled investment vehicles)
involves risk of loss. Further, depending on the different types of investments there may be varying
degrees of risk. Clients and prospective clients should be prepared to bear investment loss
including loss of original principal.
We do not represent to any client, either directly or indirectly, any level of performance or any
representation that our professional services will not result in a loss to the Client’s invested assets.
We do our very best as an investment adviser to manage risk exposures and to prevent losses;
however, losses cannot be prevented in all cases. Below are certain additional risks associated
when investing in securities through our investment management program.
• Market Risk
– Any market, whether stocks, bonds, or other asset classes, goes up and down
• Equity (stock) market risk
as a result of overall market conditions. When markets go down, this can result in a
decrease in the value of client investments. This is also referred to as systemic risk.
– Common stocks are susceptible to general stock market
• Fixed Income Risk
fluctuations and to volatile increases and decreases in value as market confidence in and
perceptions of their issuers change. If you held common stock, or common stock
equivalents, of any given issuer, you would generally be exposed to greater risk than if you
held preferred stocks and debt obligations of the issuer.
•
– When investing in bonds, there is the risk that the issuer will default on
the bond and be unable to make payments. Further, individuals who depend on set amounts
of periodically paid income, face the risk that inflation will erode their spending power.
nterest Rate Risk
Fixed-income investors receive set, regular payments that face the same inflation risk.
I
- The value of fixed income investments tends to decline as interest rates
rise. As a result, investors who own fixed income investments through pooled vehicles such
as ETFs or mutual funds, and investors who seek to sell fixed income investments prior to
• ETF and Mutual Fund Risk
maturity, may incur losses.
– When our firm invests in an ETF or mutual fund, it will bear
additional expenses based on its pro rata share of the ETFs or mutual fund’s operating
expenses, including the potential duplication of management fees. The risk of owning an
ETF or mutual fund generally reflects the risks of owning the underlying securities held by
the ETF or mutual fund, including equities, fixed income, commodities, and derivatives on
such securities. In addition, ETFs and closed-end mutual funds may trade at a premium or
discount to the net asset value of their underlying portfolio securities. As a result, there is a
risk that an investment in an ETF or a closed end mutual fund may result in the client
paying more for, or selling for less, the portfolio securities, than a direct investment in the
underlying securities. This risk, however, is offset by the additional costs of investing
directly in the underlying securities.
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Interval Funds
•
- An interval fund is a type of closed-end fund with shares that do not trade
on the secondary market. Instead the fund periodically offers to buy back a percentage of
outstanding shares at net asset value (NAV). This repurchase option typically comes on a
quarterly basis, but some funds operate with longer intervals, such as bi-annually or
annually. Interval funds are illiquid. While shareholders are not required to take advantage
of the "interval" repurchase option, the flip side is that they can only exit the fund at certain
intervals. Interval funds invest in a diverse mix of assets, including private securities.
Assets that make up an interval fund vary and might include commercial property, such as
tracts of farmland or forestry land, hedge funds and other private equity funds, business
loans, catastrophe bonds and real estate securities. Interval fund investments can be costly.
Interval fund fees and expenses tend to be much higher than other closed-end funds and
• Structured Notes
mutual funds.
- Structured notes are intermediate debt securities with interest payments
• Master Limited Partnerships (“MLPs”)
that are determined by the performance of an underlying benchmark (e.g., interest rates,
stock price, index, commodity or currency). In addition to the risks associated with the
specific benchmark, structured note holders are also subject to various counterparty
concerns. In this respect, the value of a structured note may be adversely impacted by a
downgrade to the issuer’s credit rating and/or an unwillingness or inability of the issuer to
perform its contractual obligations. If a structured note is sold in the market prior to
maturity, the client will receive the price offered in the secondary market, which could be a
loss.
- MLPs are collective investment vehicles, the
• Real Estate Investment Trusts (“REITs”)
partnership interests in which are publicly traded on national securities exchanges. MLPs
invest primarily in companies within the energy sector that engage in qualifying lines of
business, such as natural resource production and mineral refinement. MLPs are therefore
subject to the underlying volatility of the energy industry and may be adversely affected by
changes to supply and demand, regional instability, currency spreads, inflation and interest
rate fluctuations, and environmental risks among other such factors. In addition, MLPs
operate as pass-through tax entities, meaning that investors are liable for their pro rata
share of the partnership taxes, regardless of the types of accounts where the interests are
held.
- REITs are collective investment vehicles, the
• Liquidity Risk
interests in which exist in the form of either publicly traded or privately placed securities.
REITs are collective investment vehicles with portfolios comprised primarily of real estate
and mortgage related holdings. Many REITs hold heavy concentrations of investments tied
to commercial and/or residential developments, which inherently subject REIT investors to
the risks associated with a downturn in the real estate market. Investments linked to
certain regions that experience greater volatility in the local real estate market may give
rise to large fluctuations in the value of the vehicle’s shares. Mortgage related holdings may
give rise to additional concerns pertaining to interest rates, inflation, liquidity and
counterparty risk.
– High volatility and/or the lack of deep and active liquid markets for a
• Concentration Risk
security may prevent a Client from selling their securities at all, or at an advantageous time
or price because Saling Wealth Advisors and the Client’s broker may have difficulty finding
a buyer and may be forced to sell at a significant discount to market value. Some securities
(including ETFs) that hold or trade financial instruments may be adversely affected by
liquidity issues as they manage their portfolios.
– Portfolios managed by Saling Wealth Advisors may from time to time
be concentrated in a single security, geographic region, or asset class. The value of Client
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• Foreign Investing and Emerging Markets Risk
accounts will vary considerably in response to changes in the market value of that
individual security, region or asset class. This may result in higher volatility.
– Foreign investing involves risks not typically
•
associated with U.S. investments, and the risks may be exacerbated further in emerging
market countries. These risks may include, among others, adverse fluctuations in foreign
currency values, as well as adverse political, social and economic developments affecting
one or more foreign countries. In addition, foreign investing may involve less publicly
available information and more volatile or less liquid securities markets, particularly in
markets that trade a small number of securities, have unstable governments, or involve
limited industry. Investments in foreign countries could be affected by factors not present
in the U.S., such as restrictions on receiving the investment proceeds from a foreign country,
foreign tax laws or tax withholding requirements, unique trade clearance or settlement
procedures, and potential difficulties in enforcing contractual obligations or other legal
rules that jeopardize shareholder protection. Foreign accounting may be less transparent
Inflation, Currency, and Interest Rate Risks
than U.S. accounting practices and foreign regulation may be inadequate or irregular.
– Security prices and portfolio returns will likely
vary in response to changes in inflation and interest rates. Inflation causes the value of
future dollars to be worth less and may reduce the purchasing power of an investor’s future
interest payments and principal. Inflation also generally leads to higher interest rates,
which in turn may cause the value of many types of fixed income investments to decline. In
addition, the relative value of the U.S. dollar-denominated assets primarily managed by
Saling Wealth Advisors may be affected by the risk that currency devaluations affect Client
• Legislative and Tax Risk
purchasing power.
– Performance may directly or indirectly be affected by government
• Counterparty Risk
legislation or regulation, which may include, but is not limited to: changes in investment
advisor or securities trading regulation; change in the U.S. government’s guarantee of
ultimate payment of principal and interest on certain government securities; and changes in
the tax code that could affect interest income, income characterization and/or tax reporting
obligations (particularly for ETF securities dealing in natural resources). In certain
circumstances a Client may incur taxable income on their investments without a cash
distribution to pay the tax due.
– Counterparty risk is the risk to Saling Wealth Advisors that the
counterparty to a services contract will not fulfill its contractual obligations. Should the
counterparty fail to fulfill its obligations to Saling Wealth Advisors, clients could potentially
incur significant losses and may have access to their accounts and investments limited or
• Advisory Risk
restricted.
– There is no guarantee that Saling Wealth Advisors’ judgment or investment
decisions about particular securities or asset classes will necessarily produce the intended
results. Saling Wealth Advisors’ judgment may prove to be incorrect, and a Client might not
achieve his or her investment objectives. In addition, it is possible that we fail to manage
our business such that Saling Wealth Advisors remains a going concern which would be
disruptive to our Clients as they would need to find a new investment advisor.
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• Risks That Apply Primarily to Alternative Investments
:
o
o
Long-term Commitment Required. A commitment to an alternative investment is
typically a long-term investment. Investors should be willing to hold their interests until
the liquidation of the funds.
Illiquidity; Restrictions on Transfer and Withdrawal. Alternative investments are often
highly illiquid. Except in certain very limited circumstances investors will not be
permitted to transfer their interests without the prior written consent of the board of
managers or general partner of the relevant fund, which may be granted or withheld in
its sole discretion. The transferability of interests in the funds also is subject to certain
restrictions contained in the funds’ constitutive documents and restrictions on resale
imposed under applicable securities laws.
The foregoing list of risk factors does not purport to be a complete enumeration or
explanation of the risks involved in an investment in any or all of the strategies managed by
Saling Wealth Advisors. Prospective Clients should read this entire Form ADV and all
accompanying materials provided by Saling Wealth Advisors before deciding whether to
invest with us. In addition, as our investment philosophy develops and changes over time, an
investment with Saling Wealth Advisors may be subject to additional and different risk
factors. Clients are encouraged to periodically review this section for updated information
concerning risks associated with their investments.
Cybersecurity
The computer systems, networks and devices used by Saling Wealth Advisors, our service providers
and our clients to carry out routine business operations employ a variety of protections designed to
prevent damage or interruption from computer viruses, network failures, computer and
telecommunication failures, infiltration by unauthorized persons and security breaches. Despite
the various protections utilized, systems, networks, or devices potentially can be breached. A client
could be negatively impacted as a result of a cybersecurity breach.
Cybersecurity breaches can include unauthorized access to systems, networks, or devices; infection
from computer viruses or other malicious software code; and attacks that shut down, disable, slow,
or otherwise disrupt operations, business processes, or website access or
functionality. Cybersecurity breaches may cause disruptions and impact business operations,
potentially resulting in financial losses to a client; impediments to trading; the inability by us and
other service providers to transact business; violations of applicable privacy and other laws;
regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or
additional compliance costs; as well as the inadvertent release of confidential information.
Similar adverse consequences could result from cybersecurity breaches affecting issuers of
securities in which a client invests; governmental and other regulatory authorities; exchange and
other financial market operators, banks, brokers, dealers, and other financial institutions; and other
parties. In addition, substantial costs may be incurred by these entities in order to prevent any
cybersecurity breaches in the future.
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Item 9 – Disciplinary Information
Registered investment advisers are required to disclose all material facts regarding any legal or
disciplinary events that would be material to a client’s evaluation of Saling Wealth Advisors or the
integrity of Saling Wealth Advisors’ management. Saling Wealth Advisors has no disciplinary events
to report.
Item 10- Other Financial Industry Activities and Affiliations
Mr. Jay Saling is a partner of Foursome Investments, a real estate company. He devotes no time to
these activities.
Mr. Jay Saling and Mr. Eric Saling are co-owners of GPK Enterprises LLC.
Mr. Eric Saling and Mr. Jay Saling are the Limited Partner at Red Ace Capital Management
Opportunity Fund, LP.
Mr. Jay Saling is an investor in MM Lending, LLC, a real estate company. He devotes no time to these
activities.
Mr. Jay Saling is a limited partner of KP Capital Rentals LP, a company that invests in real estate. He
devotes one hour per month to these activities.
Item 11- Code of Ethics, Participation or Interest in Client Transactions and Personal
Trading
Code of Ethics and Personal Trading
Saling Wealth Advisors has adopted a Code of Ethics (“the Code”), the full text of which is available
to you upon request. Saling Wealth Advisors’ Code has several goals. First, the Code is designed to
assist Saling Wealth Advisors in complying with applicable laws and regulations governing its
investment advisory business. Under the Investment Advisers Act of 1940, Saling Wealth Advisors
owes fiduciary duties to its clients. Pursuant to these fiduciary duties, the Code requires Saling
Wealth Advisors’ associated persons to act with honesty, good faith and fair dealing in working with
clients. In addition, the Code prohibits associated persons from trading or otherwise acting on
insider information.
Next, the Code sets forth guidelines for professional standards for Saling Wealth Advisors’
associated persons (managers, officers and employees). Under the Code’s Professional Standards,
Saling Wealth Advisors expects its associated persons to put the interests of its clients first, ahead
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of personal interests. In this regard, Saling Wealth Advisors’ associated persons are not to take
inappropriate advantage of their positions in relation to Saling Wealth Advisors’ clients.
Third, the Code sets forth policies and procedures to monitor and review the personal trading
activities of associated persons. Saling Wealth Advisors’ associated persons may invest in the same
securities recommended to clients. This may create a conflict of interest because associated persons
of Saling Wealth Advisors may invest in securities ahead of, or to the exclusion of, Saling Wealth
Advisors’ clients. Under its Code, Saling Wealth Advisors has adopted procedures designed to
reduce or eliminate conflicts of interest that this could potentially cause. The Code's personal
trading policies include procedures for limitations on personal securities transactions of associated
persons, including generally requiring trading by an associated person to be done through the firm
as part of a block trade to be executed alongside any security trades on the same day placed for any
client account. These policies are designed to discourage and prohibit personal trading that would
disadvantage clients.
Participation or Interest in Client Transactions
As outlined above, Saling Wealth Advisors has adopted procedures to protect client interests when
its associated persons invest in the same securities as those selected for or recommended to clients.
In the event of any identified potential trading conflicts of interest, Saling Wealth Advisors’ goal is
to place client interests first.
e.g.
Consistent with the foregoing, Saling Wealth Advisors maintains policies regarding participation in
initial public offerings (IPOs) and private placements in order to comply with applicable laws and
avoid conflicts with client transactions. If associated persons trade with client accounts (
, in a
bundled or aggregated trade), and the trade is not filled in its entirety, the associated person’s
shares will be removed from the block, and the balance of shares will be allocated among client
accounts in accordance with Saling Wealth Advisors’ written policy.
Item 12- Brokerage Practices
Best Execution and Benefits of Brokerage Selection
When given discretion to select the brokerage firm that will execute orders in client accounts,
Saling Wealth Advisors seeks “best execution” for client trades, which is a combination of a number
of factors, including, without limitation, quality of execution, services provided and commission
rates. Therefore, Saling Wealth Advisors may use or recommend the use of brokers who do not
charge the lowest available commission in the recognition of research and securities transaction
services, or quality of execution. Research services received with transactions may include
proprietary or third-party research (or any combination), and may be used in servicing any or all of
Saling Wealth Advisors’ clients. Therefore, research services received may not be used for the
account for which the particular transaction was effected.
Saling Wealth Advisors participates in the service program offered by Raymond James & Associates,
Inc., member New York Stock Exchange/SIPC (“Raymond James”). While there is no direct link
between the investment advice Saling Wealth Advisors provides and participation in the Raymond
James program, Saling Wealth Advisors receives certain economic benefits from the Raymond
James program. These benefits may include software and other technology that provides access to
client account data (such as trade confirmations and account statements), facilitates trade
execution (and allocation of aggregated orders for multiple client accounts), provides research,
pricing information and other market data, facilitates the payment of Saling Wealth Advisors’ fees
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from its clients’ accounts, and assists with back-office functions, recordkeeping and client reporting.
Many of these services may be used to service all or a substantial number of Saling Wealth Advisors’
accounts, including accounts not held at Raymond James. Raymond James may also make available
to Saling Wealth Advisors other services intended to help Saling Wealth Advisors manage and
further develop its business. These services may include consulting, publications and conferences
on practice management, information technology, business succession and marketing. In addition,
Raymond James may make available, arrange and/or pay for these types of services to be rendered
to Saling Wealth Advisors by independent third parties. Raymond James may discount or waive fees
it would otherwise charge for some of these services, pay all or a part of the fees of a third-party
providing these services to Saling Wealth Advisors, and/or Raymond James may pay for travel
expenses relating to participation in such training. Finally, participation in the Raymond James
program provides Saling Wealth Advisors with access to mutual funds which normally require
significantly higher minimum initial investments or are normally available only to institutional
investors.
The benefits received through participation in the Raymond James program do not necessarily
depend upon the proportion of transactions directed to Raymond James. The benefits are received
by Saling Wealth Advisors, in part because of commission and other revenue generated for
Raymond James by Saling Wealth Advisors’ clients. This means that the investment activity in client
accounts is beneficial to Saling Wealth Advisors, because Raymond James does not assess a fee to
Saling Wealth Advisors for these services. This creates an incentive for Saling Wealth Advisors to
continue to select Raymond James for its clients, and clients should be aware that Saling Wealth
Advisors receipt of economic benefits from a Raymond James creates a conflict of interest since these
benefits may influence the firm’s choice of broker/dealer over another that does not furnish similar
software, systems support or services. While it may be possible to obtain similar custodial,
execution and other services elsewhere at a lower cost, Saling Wealth Advisors believes that
Raymond James provides an excellent combination of these services. These services are not soft
dollar arrangements, but are part of the institutional platform offered by Raymond James.
Directed Brokerage
Saling Wealth Advisors does not allow directed brokerage accounts.
Aggregated Trade Policy
Saling Wealth Advisors may enter trades as a block where possible and when advantageous to
clients whose accounts have a need to buy or sell shares of the same security. This blocking of
trades permits the trading of aggregate blocks of securities composed of assets from multiple client
accounts, so long as transaction costs are shared equally and on a pro-rata basis between all
accounts included in any such block. Block trading allows Saling Wealth Advisors to execute equity
trades in a timelier, equitable manner, and may reduce overall costs to clients.
Saling Wealth Advisors will only aggregate transactions when it believes that aggregation is
consistent with its duty to seek best execution (which includes the duty to seek best price) for its
clients, and is consistent with the terms of Saling Wealth Advisors’ Wealth Management Agreement
with each client for which trades are being aggregated. No advisory client will be favored over any
other client; each client that participates in an aggregated order will participate at the average
share price for all Saling Wealth Advisors’ transactions in a given security on a given business day,
with transaction costs generally shared pro-rata based on each client’s participation in the
transaction. On occasion, owing to the size of a particular account’s pro rata share of an order or
other factors, the commission or transaction fee charged could be above or below a breakpoint in a
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pre-determined commission or fee schedule set by the executing broker, and therefore transaction
charges may vary slightly among accounts. Accounts may be excluded from a block due to tax
considerations, client direction or other factors making the account’s participation ineligible or
impractical.
Item 13- Review of Accounts
e.g.
, marriage,
Managed portfolios are reviewed at least quarterly, but may be reviewed more often if requested by
the client, upon receipt of information material to the management of the portfolio, or at any time
such review is deemed necessary or advisable by Saling Wealth Advisors. These factors may
include, but are not limited to, the following: change in general client circumstances (
divorce, retirement); or economic, political or market conditions.
Account custodians are responsible for providing monthly or quarterly account statements which
reflect the positions (and current pricing) in each account as well as transactions in each account,
including fees paid from an account. Account custodians also provide prompt confirmation of all
trading activity, and year-end tax statements, such as 1099 forms. In addition, Saling Wealth
Advisors can provide an allocation and performance report for client reviews and meetings.
Additional reports are available at the request of the client. Clients should carefully compare the
statements that they receive from Saling Wealth Advisors against the statements that they receive
from their account custodian(s).
Item 14- Client Referrals and Other Compensation
Item 12 - Brokerage Practices
As noted above, Saling Wealth Advisors may receive some benefits from Raymond James based on
the amount of client assets held at Raymond James. Please see
for
more information. However, neither Raymond James nor any other party is paid to refer clients to
Saling Wealth Advisors.
Item 15 - Custody
Raymond James is the custodian of nearly all client accounts at Saling Wealth Advisors. From time
to time however, clients may select an alternate broker to hold accounts in custody. In any case, it is
the custodian’s responsibility to provide clients with confirmations of trading activity, tax forms
and at least quarterly account statements. Clients are advised to review this information carefully,
and to notify Saling Wealth Advisors of any questions or concerns. Clients are also asked to
promptly notify Saling Wealth Advisors if the custodian fails to provide statements on each account
held.
From time to time and in accordance with Saling Wealth Advisors’ agreement with clients, Saling
Wealth Advisors will provide additional reports. As mentioned above, the account balances
reflected on these reports should be compared to the balances shown on the brokerage statements
to ensure accuracy. At times there may be small differences due to the timing of dividend reporting,
pending trades or other similar issues.
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As previously disclosed in the “Fees and Compensation” section (Item 5) of this Brochure, the
outside Financial Institution will debit advisory fees from client accounts and remit them to Saling
Wealth Advisors or the client may arrange to pay them directly. As a result, under government
regulations, Saling Wealth Advisors is deemed to have custody of a client’s assets if the client
authorizes us to instruct their custodian to deduct our advisory fees directly from the client’s
account.
Custody is also disclosed in Form ADV because Saling Wealth Advisors has authority to transfer
money from client account(s), which constitutes a standing letter of authorization (SLOA).
Accordingly, Saling Wealth Advisors follows the safeguards specified by the SEC in its February 21,
2017 No Action Letter and is not required to undergo a surprise custody exam of assets attributable
to SLOAs.
Item 16 - Investment Discretion
Item 4 - Advisory Business
, Saling Wealth Advisors manages portfolios
As described above under
on a discretionary basis. This means that after an Investment Plan is developed for the client’s
investment portfolio, Saling Wealth Advisors will execute that plan without specific consent from
the client for each transaction. For discretionary accounts, a Limited Power of Attorney (“LPOA”) is
executed by the client, giving Saling Wealth Advisors the authority to carry out various activities in
the account, generally including the following: trade execution; the ability to request checks on
behalf of the client; and the withdrawal of advisory fees directly from the account. Saling Wealth
Advisors then directs investment of the client’s portfolio using its discretionary authority. The
client may limit the terms of the LPOA to the extent consistent with the client’s investment advisory
agreement with Saling Wealth Advisors and the requirements of the client’s custodian. The
discretionary relationship is further described in the agreement between Saling Wealth Advisors
and the client.
Item 17- Voting Client Securities
As a policy and in accordance with Saling Wealth Advisors’ client agreement, Saling Wealth
Advisors does not vote proxies related to securities held in client accounts. The custodian of the
account will normally provide proxy materials directly to the client. Clients may contact Saling
Wealth Advisors with questions relating to proxy procedures and proposals; however, Saling
Wealth Advisors generally does not research particular proxy proposals.
Item 18- Financial Information
Saling Wealth Advisors does not require nor solicit prepayment of more than $1,200 in fees per
client, six months or more in advance.
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