UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-07807
Fidelity Revere Street Trust
(Exact name of registrant as specified in charter)
245 Summer St., Boston, MA 02210
(Address of principal executive offices) (Zip code)
Marc Bryant, Secretary
245 Summer St.
Boston, Massachusetts 02210
(Name and address of agent for service)
Registrant's telephone number, including area code:
617-563-7000
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Date of fiscal year end: | May 31 |
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Date of reporting period: | November 30, 2017 |
Item 1.
Reports to Stockholders
Fidelity® Cash Central Fund
Semi-Annual Report November 30, 2017 |
![Fidelity Investments](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/fid_cover.gif) |
Contents
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You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.
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Other third-party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2018 FMR LLC. All rights reserved.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.
Investment Summary (Unaudited)
Effective Maturity Diversification
Days | % of fund's investments 11/30/17 | % of fund's investments 5/31/17 | % of fund's investments 11/30/16 |
1 - 7 | 82.3 | 93.6 | 53.3 |
8 - 30 | 13.1 | 5.8 | 20.2 |
31 - 60 | 0.0 | 0.6 | 10.1 |
61 - 90 | 2.7 | 0.0 | 6.6 |
91 - 180 | 1.9 | 0.0 | 9.8 |
Effective maturity is determined in accordance with the requirements of Rule 2a-7 under the Investment Company Act of 1940.
Asset Allocation (% of fund's net assets)
As of November 30, 2017 |
| Certificates of Deposit | 10.6% |
| Commercial Paper | 1.7% |
| U.S. Treasury Debt | 14.6% |
| U.S. Government Agency Debt | 6.0% |
| Non-Negotiable Time Deposit | 21.6% |
| Other Instruments | 5.1% |
| Repurchase Agreements | 36.9% |
| Net Other Assets (Liabilities) | 3.5% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img335702869.jpg)
As of May 31, 2017 |
| Interfund Loans | 0.1% |
| Certificates of Deposit | 9.4% |
| Commercial Paper | 2.1% |
| U.S. Government Agency Debt | 2.0% |
| Non-Negotiable Time Deposit | 22.9% |
| Other Instruments | 3.5% |
| Repurchase Agreements | 56.1% |
| Net Other Assets (Liabilities) | 3.9% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img335702876.jpg)
Percentages shown as 0.0% may reflect amounts less than 0.05%.
Investments November 30, 2017 (Unaudited)
Showing Percentage of Net Assets
Certificate of Deposit - 10.6% | | | | |
| | Yield(a) | Principal Amount | Value |
New York Branch, Yankee Dollar, Foreign Banks - 10.6% | | | | |
Bank of Montreal | | | | |
12/1/17 | | 1.20% | $779,000,000 | $778,999,688 |
Bayerische Landesbank | | | | |
12/1/17 to 12/7/17 | | 1.24 | 1,905,000,000 | 1,904,998,200 |
Landesbank Baden-Wuerttemberg New York Branch | | | | |
12/1/17 to 12/7/17 | | 1.23 | 1,685,000,000 | 1,684,995,999 |
TOTAL CERTIFICATE OF DEPOSIT | | | | |
(Cost $4,369,000,000) | | | | 4,368,993,887 |
|
Financial Company Commercial Paper - 1.7% | | | | |
BNP Paribas Dublin Branch | | | | |
12/5/17 | | 1.19 | 88,206,000 | 88,191,667 |
Landesbank Baden-Wurttemberg | | | | |
12/4/17 | | 1.23 | 415,000,000 | 414,944,556 |
Natexis Banques Populaires New York Branch | | | | |
12/1/17 | | 1.09 | 212,000,000 | 211,993,428 |
TOTAL FINANCIAL COMPANY COMMERCIAL PAPER | | | | |
(Cost $715,151,800) | | | | 715,129,651 |
|
U.S. Treasury Debt - 14.6% | | | | |
U.S. Treasury Obligations - 14.6% | | | | |
U.S. Treasury Bills | | | | |
12/7/17 to 3/1/18 | | | | |
(Cost $6,008,620,132) | | 1.03 to 1.29 | 6,014,220,000 | 6,008,951,068 |
|
U.S. Government Agency Debt - 6.0% | | | | |
Federal Agencies - 6.0% | | | | |
Federal Home Loan Bank | | | | |
12/1/17 to 12/14/17 | | | | |
(Cost $2,494,875,139) | | 1.02 to 1.03 | 2,495,400,000 | 2,494,805,513 |
|
Non-Negotiable Time Deposit - 21.6% | | | | |
Time Deposits - 21.6% | | | | |
Australia & New Zealand Banking Group Ltd. | | | | |
12/6/17 to 12/7/17 | | 1.20 | 871,000,000 | 870,998,848 |
Bank of Nova Scotia | | | | |
12/1/17 | | 1.10 | 432,652,000 | 432,652,000 |
Barclays Bank PLC | | | | |
12/1/17 | | 1.20 | 2,131,000,000 | 2,131,000,000 |
BNP Paribas | | | | |
12/1/17 to 12/7/17 | | 1.19 | 1,848,042,000 | 1,848,042,000 |
Credit Agricole CIB | | | | |
12/1/17 | | 1.10 | 1,010,000,000 | 1,010,000,000 |
12/1/17 to 12/7/17 | | 1.23 | 323,575,000 | 323,574,462 |
Credit Industriel et Commercial | | | | |
12/1/17 | | 1.08 | 369,000,000 | 369,000,000 |
Northern Trust Co. Chicago (TD) | | | | |
12/1/17 | | 1.08 | 646,000,000 | 646,000,000 |
Royal Bank of Canada | | | | |
12/4/17 to 12/5/17 | | 1.19 | 1,036,000,000 | 1,035,998,550 |
Skandinaviska Enskilda Banken AB | | | | |
12/1/17 | | 1.08 | 274,000,000 | 274,000,000 |
TOTAL NON-NEGOTIABLE TIME DEPOSIT | | | | |
(Cost $8,941,269,000) | | | | 8,941,265,860 |
|
Other Instrument - 5.1% | | | | |
Corporate Bonds - 5.1% | | | | |
International Bank for Reconstruction & Development | | | | |
12/1/17 to 2/15/18 | | | | |
(Cost $2,087,602,382) | | 1.10 to 1.35 | 2,089,000,000 | 2,087,615,388 |
U.S. Government Agency Repurchase Agreement - 4.2% | | | |
| | Maturity Amount | Value |
In a joint trading account at 1.04% dated 11/30/17 due 12/1/17 (Collateralized by U.S. Government Obligations) # | | $1,282,282,043 | $1,282,245,000 |
With: | | | |
Mitsubishi UFJ Securities (U.S.A.), Inc. at 1.05%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Government Obligations valued at $329,469,609, 2.34% - 5.00%, 9/1/27 - 12/1/47), | | 323,009,421 | 323,000,000 |
Sumitomo Mitsui Banking Corp. at 1.05%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Government Obligations valued at $131,583,838, 3.50%, 12/1/47) | | 129,003,763 | 129,000,000 |
TOTAL U.S. GOVERNMENT AGENCY REPURCHASE AGREEMENT | | | |
(Cost $1,734,245,000) | | | 1,734,245,000 |
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U.S. Treasury Repurchase Agreement - 31.4% | | | |
With: | | | |
Commerz Markets LLC at 1.1%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Treasury Obligations valued at $891,409,923, 0.75% - 3.00%, 5/31/18 - 11/15/47) | | 872,026,644 | 872,000,000 |
Deutsche Bank AG at 1.05%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Treasury Obligations valued at $894,578,901, 0.88% - 4.00%, 12/15/17 - 5/15/47) | | 872,025,433 | 872,000,000 |
Federal Reserve Bank of New York at 1%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Treasury Obligations valued at $11,001,305,658, 1.13% - 6.00%, 12/31/20 - 2/15/29) | | 11,001,305,583 | 11,001,000,000 |
Societe Generale at 1.12%, dated 10/5/17 due 12/8/17 (Collateralized by U.S. Treasury Obligations valued at $213,109,831, 0.00% - 8.13%, 12/7/17 - 11/15/46) | | 208,414,151 | 208,001,955 |
TOTAL U.S. TREASURY REPURCHASE AGREEMENT | | | |
(Cost $12,953,000,000) | | | 12,953,001,955 |
|
Other Repurchase Agreement - 1.3% | | | |
Other Repurchase Agreement - 1.3% | | | |
With Wells Fargo Securities, LLC at: | | | |
1.31%, dated 11/30/17 due 12/1/17 (Collateralized by Corporate Obligations valued at $296,830,801, 0.00% - 4.25%, 12/29/17 - 2/18/22) | | 291,010,589 | 291,000,000 |
1.36%, dated 11/30/17 due 12/1/17 | | | |
(Collateralized by Corporate Obligations valued at $86,403,477, 0.25% - 5.50%, 12/15/17 - 1/15/31) | | 80,003,022 | 80,000,000 |
(Collateralized by Equity Securities valued at $173,886,570) | | 161,006,082 | 161,000,000 |
(Cost $532,000,000) | | | 532,000,000 |
TOTAL INVESTMENT IN SECURITIES - 96.5% | | | |
(Cost $39,835,763,453) | | | 39,836,008,322 |
NET OTHER ASSETS (LIABILITIES) - 3.5% | | | 1,464,700,702 |
NET ASSETS - 100% | | | $41,300,709,024 |
The date shown for securities represents the date when principal payments must be paid, taking into account any call options exercised by the issuer and any permissible maturity shortening features other than interest rate resets.
Legend
(a) Yield represents either the annualized yield at the date of purchase, or the stated coupon rate, or, for floating and adjustable rate securities, the rate at period end.
Investment Valuation
All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.
Other Information
# Additional information on each counterparty to the repurchase agreement is as follows:
Repurchase Agreement / Counterparty | Value |
$1,282,245,000 due 12/01/17 at 1.04% | |
BNP Paribas, S.A. | $405,723,441 |
Bank of Nova Scotia | 744,595,600 |
Citibank NA | 2,174,964 |
Merrill Lynch, Pierce, Fenner & Smith, Inc. | 129,750,995 |
| $1,282,245,000 |
See accompanying notes which are an integral part of the financial statements.
Financial Statements
Statement of Assets and Liabilities
| | November 30, 2017 (Unaudited) |
Assets | | |
Investment in securities, at value (including repurchase agreements of $15,219,246,955) — See accompanying schedule: Unaffiliated issuers (cost $39,835,763,453) | | $39,836,008,322 |
Cash | | 1,500,000,944 |
Interest receivable | | 3,365,177 |
Other receivables | | 352,941 |
Total assets | | 41,339,727,384 |
Liabilities | | |
Distributions payable | $38,616,810 | |
Other payables and accrued expenses | 401,550 | |
Total liabilities | | 39,018,360 |
Net Assets | | $41,300,709,024 |
Net Assets consist of: | | |
Paid in capital | | $41,300,654,393 |
Distributions in excess of net investment income | | (58,940) |
Accumulated undistributed net realized gain (loss) on investments | | (131,298) |
Net unrealized appreciation (depreciation) on investments | | 244,869 |
Net Assets, for 41,292,316,994 shares outstanding | | $41,300,709,024 |
Net Asset Value, offering price and redemption price per share ($41,300,709,024 ÷ 41,292,316,994 shares) | | $1.0002 |
See accompanying notes which are an integral part of the financial statements.
Statement of Operations
| | Six months ended November 30, 2017 (Unaudited) |
Investment Income | | |
Interest (including $228,298 from affiliated interfund lending) | | $216,923,526 |
Expenses | | |
Custodian fees and expenses | $100,359 | |
Independent trustees' fees and expenses | 70,789 | |
Interest | 25,762 | |
Total expenses before reductions | 196,910 | |
Expense reductions | (46,404) | 150,506 |
Net investment income (loss) | | 216,773,020 |
Realized and Unrealized Gain (Loss) | | |
Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers | 6,068 | |
Total net realized gain (loss) | | 6,068 |
Change in net unrealized appreciation (depreciation) on investment securities | | 297,310 |
Net increase in net assets resulting from operations | | $217,076,398 |
See accompanying notes which are an integral part of the financial statements.
Statement of Changes in Net Assets
| Six months ended November 30, 2017 (Unaudited) | Year ended May 31, 2017 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $216,773,020 | $200,013,789 |
Net realized gain (loss) | 6,068 | 66,931 |
Change in net unrealized appreciation (depreciation) | 297,310 | (52,441) |
Net increase in net assets resulting from operations | 217,076,398 | 200,028,279 |
Distributions to shareholders from net investment income | (216,773,109) | (200,014,543) |
Affiliated share transactions | | |
Proceeds from sales of shares | 194,592,831,676 | 370,567,706,318 |
Reinvestment of distributions | – | (438) |
Cost of shares redeemed | (191,371,873,551) | (370,154,182,600) |
Net increase (decrease) in net assets and shares resulting from share transactions | 3,220,958,125 | 413,523,280 |
Total increase (decrease) in net assets | 3,221,261,414 | 413,537,016 |
Net Assets | | |
Beginning of period | 38,079,447,610 | 37,665,910,594 |
End of period | $41,300,709,024 | $38,079,447,610 |
Other Information | | |
Distributions in excess of net investment income end of period | $(58,940) | $(58,851) |
Shares | | |
Sold | 194,553,920,892 | 370,511,126,694 |
Issued in reinvestment of distributions | – | (438) |
Redeemed | (191,333,606,830) | (370,097,642,263) |
Net increase (decrease) | 3,220,314,062 | 413,483,993 |
See accompanying notes which are an integral part of the financial statements.
Financial Highlights
Fidelity Cash Central Fund
| Six months ended (Unaudited) November 30, | Years ended May 31, | | | | |
| 2017 | 2017A | 2016 | 2015 | 2014 | 2013 |
Selected Per–Share Data | | | | | | |
Net asset value, beginning of period | $1.0002 | $1.0000 | $1.00 | $1.00 | $1.00 | $1.00 |
Income from Investment Operations | | | | | | |
Net investment income (loss) | .0055 | .0056 | .003 | .001 | .001 | .002 |
Net realized and unrealized gain (loss) | –B | .0002 | –B | –B | –B | –B |
Total from investment operations | .0055 | .0058 | .003 | .001 | .001 | .002 |
Distributions from net investment income | (.0055) | (.0056) | (.003) | (.001) | (.001) | (.002) |
Total distributions | (.0055) | (.0056) | (.003) | (.001) | (.001) | (.002) |
Net asset value, end of period | $1.0002 | $1.0002 | $1.00 | $1.00 | $1.00 | $1.00 |
Total ReturnC,D | .55% | .58% | .27% | .13% | .10% | .17% |
Ratios to Average Net AssetsE | | | | | | |
Expenses before reductionsF | - %G | -% | -% | -% | -% | -% |
Expenses net of fee waivers, if anyF | - %G | -% | -% | -% | -% | -% |
Expenses net of all reductionsF | - %G | -% | -% | -% | -% | -% |
Net investment income (loss) | 1.09%G | .56% | .28% | .13% | .10% | .17% |
Supplemental Data | | | | | | |
Net assets, end of period (000 omitted) | $41,300,709 | $38,079,448 | $37,665,911 | $30,179,024 | $40,332,769 | $45,952,520 |
A Beginning September 19, 2016 the Fund began selling and redeeming class shares based upon the market-based value of the securities held rounded to the fourth decimal place; a "floating" net asset value.
B Amount represents less than $.0005 per share.
C Total returns for periods of less than one year are not annualized.
D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.
E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.
F Amount represents less than .005%.
G Annualized
See accompanying notes which are an integral part of the financial statements.
Notes to Financial Statements (Unaudited)
For the period ended November 30, 2017
1. Organization.
Fidelity Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust.Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.
2. Significant Accounting Policies.
The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investments Companies. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:
Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:
Level 1 – quoted prices in active markets for identical investments
Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)
Valuation techniques used to value the Fund's investments by major category are as follows:
Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds, U.S. government and government agency obligations, commercial paper, certificates of deposit and other short-term securities are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.
Short-term securities with remaining maturities of sixty days or less may be valued at amortized cost, which approximates fair value, and are categorized as Level 2 in the hierarchy.
Securities held by a money market fund are generally high quality and liquid; however, they are reflected as Level 2 because the inputs used to determine fair value are not quoted prices in an active market.
Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable.
Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.
Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.
Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.
Book-tax differences are primarily due to deferred trustees compensation and capital loss carryforwards.
As of period end, the cost and unrealized appreciation (depreciation) in securities for federal income tax purposes were as follows:
Gross unrealized appreciation | $366,319 |
Gross unrealized depreciation | (121,450) |
Net unrealized appreciation (depreciation) | $244,869 |
Tax cost | $39,835,763,453 |
Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of prior fiscal period end and is subject to adjustment.
Fiscal year of expiration | |
2018 | $(137,364) |
Repurchase Agreements. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the Fund along with other registered investment companies having management contracts with FMR, or other affiliated entities of FMR, are permitted to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements may be collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.
Reverse Repurchase Agreements. To enhance its yield, the Fund may enter into reverse repurchase transactions under master repurchase agreements whereby the Fund sells securities to a counterparty in return for cash and agrees to repurchase those securities at a future date and agreed upon price. During the period that reverse repurchase transactions are outstanding, the Fund identifies the securities as pledged in its records with an initial value at least equal to its principal obligation under the agreement. The cash proceeds received by the Fund may be invested in other securities. To the extent cash proceeds received from the counterparty exceed the value of the securities sold, the counterparty may request additional collateral from the Fund. If the counterparty defaults on its obligation, because of insolvency or other reasons, the Fund could experience delays and costs in recovering the securities sold. Information regarding securities sold under a reverse repurchase agreement, if any, is included at the end of the Fund's Schedule of Investments and the cash proceeds are recorded as a liability in the accompanying Statement of Assets and Liabilities. The Fund continues to receive interest and dividend payments on the securities sold during the term of the reverse repurchase agreement. During the period, the average principal balance of reverse repurchase transactions was $120,221,263 and the weighted average interest rate was .77% with payments included in the Statement of Operations as a component of interest expense. At period end, there were no reverse repurchase agreements outstanding.
3. Fees and Other Transactions with Affiliates.
Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (the investment adviser), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with the investment adviser, FMR pays the investment adviser a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain miscellaneous expenses such as proxy and shareholder meeting expenses.
Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:
Borrower or Lender | Average Loan Balance | Weighted Average Interest Rate |
Lender | $23,237,611 | 1.29% |
Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act.
Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $2,027.
4. Expense Reductions.
FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $46,404.
5. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
At the end of the period, mutual funds managed by FMR or its affiliates were owners of record of all the outstanding shares of the Fund.
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2017 to November 30, 2017).
Actual Expenses
The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| Annualized Expense Ratio-A | Beginning Account Value June 1, 2017 | Ending Account Value November 30, 2017 | Expenses Paid During Period-B June 1, 2017 to November 30, 2017 |
Actual | .0008% | $1,000.00 | $1,005.50 | $--C |
Hypothetical-D | | $1,000.00 | $1,025.06 | $--C |
A Annualized expense ratio reflects expenses net of applicable fee waivers.
B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).
C Amount represents less than $.005.
D 5% return per year before expenses
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Cash Central Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Investments Money Management, Inc. (FIMM) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. FIMM and the sub-advisers are referred to herein as the Investment Advisers. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established four standing committees (Committees) — Operations, Audit, Fair Valuation, and Governance and Nominating — each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and considers, among other matters, information specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to review matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.
At its September 2017 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and the fact that no fee is payable under the management contract was fair and reasonable.
Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.
Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.
Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance. In this regard, the Board noted that the fund is designed to offer a liquid investment option for other Fidelity funds and accounts and ultimately to enhance the performance of those funds and accounts.
Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.
Competitiveness of Management Fee and Total Expense Ratio. The Board considered that while the fund does not pay a management fee, Fidelity Management & Research Company (FMR) pays FIMM a management fee for providing services to the fund and that FMR receives fees for providing services to funds that invest in the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the management fee received for providing services to the fund and the fund's total expense ratio were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.
Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of the funds that invest in this fund.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board also reviewed Fidelity's non-fund businesses and potential fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.
Economies of Scale. The Board concluded that because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities, economies of scale cannot be realized by the fund.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' advisory contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (iv) the arrangements with and compensation paid to certain fund sub-advisers on behalf of the Fidelity funds; (v) the terms of Fidelity's contractual and voluntary expense cap and waiver arrangements with the funds; (vi) the methodology with respect to competitive fund data and peer group classifications; (vii) Fidelity's transfer agent fee, expense, and service structures for different funds and classes relative to competitive trends, and the impact of the increased use of omnibus accounts; (viii) Fidelity's long-term expectations for its offerings in the workplace investing channel; (ix) new developments in the retail and institutional marketplaces and the competitive positioning of the funds relative to other investment products and services; (x) the approach to considering "fall-out" benefits; (xi) the impact of money market reform on Fidelity's money market funds, including with respect to costs and profitability; (xii) the funds' share class structures and distribution channels, including the impact of the Department of Labor's new fiduciary rule on the funds' distribution arrangements; and (xiii) explanations regarding the relative total expense ratios of certain funds and classes, total expense competitive trends and methodologies for total expense competitive comparisons, and actions that might be taken by Fidelity to reduce total expense ratios for certain classes. In addition, the Board considered its discussions with Fidelity throughout the year regarding enhanced information security initiatives and the funds' fair valuation policies.
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
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Corporate Headquarters
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Boston, MA 02210
www.fidelity.com
TCC-SANN-0118
1.734014.117
Fidelity® Municipal Cash Central Fund
Semi-Annual Report November 30, 2017 |
![Fidelity Investments](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/fid_cover.gif) |
Contents
To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.
You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.
Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.
Other third-party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2018 FMR LLC. All rights reserved.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.
Investment Summary (Unaudited)
Effective Maturity Diversification
Days | % of fund's investments 11/30/17 | % of fund's investments 5/31/17 | % of fund's investments 11/30/16 |
1 - 7 | 98.6 | 98.8 | 98.0 |
8 - 30 | 0.1 | 1.0 | 1.2 |
31 - 60 | 1.2 | 0.2 | 0.1 |
61 - 90 | 0.1 | 0.0 | 0.0 |
91-180 | 0.0 | 0.0 | 0.7 |
Effective maturity is determined in accordance with the requirements of Rule 2a-7 under the Investment Company Act of 1940.
Asset Allocation (% of fund's net assets)
As of November 30, 2017 |
| Variable Rate Demand Notes (VRDNs) | 85.4% |
| Tender Option Bond | 12.2% |
| Other Municipal Security | 2.4% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img335836167.jpg)
As of May 31, 2017 |
| Variable Rate Demand Notes (VRDNs) | 74.1% |
| Tender Option Bond | 23.7% |
| Other Municipal Security | 2.1% |
| Net Other Assets (Liabilities) | 0.1% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img335836174.jpg)
Percentages shown as 0.0% may reflect amounts less than 0.05%.
Investments November 30, 2017 (Unaudited)
Showing Percentage of Net Assets
Variable Rate Demand Note - 85.4% | | | |
| | Principal Amount | Value |
Alabama - 5.5% | | | |
Decatur Indl. Dev. Board Exempt Facilities Rev. (Nucor Steel Decatur LLC Proj.) Series 2003 A, 1.13% 12/7/17, VRDN (a)(b) | | $4,100,000 | $4,100,000 |
Mobile Indl. Dev. Board Poll. Cont. Rev. (Alabama Pwr. Co. Barry Plant Proj.) Series 2007 C, 1.08% 12/7/17, VRDN (a) | | 4,100,000 | 4,100,000 |
Mobile Indl. Dev. Board Rev. (Alabama Pwr. Co. Proj.) Series 2001 B, 1.02% 12/1/17, VRDN (a)(b) | | 2,750,000 | 2,750,000 |
West Jefferson Indl. Dev. Series 2008, 1.08% 12/7/17, VRDN (a) | | 3,390,000 | 3,390,000 |
West Jefferson Indl. Dev. Board Solid Waste Disp. Rev. (Alabama Pwr. Co. Miller Plant Proj.) Series 2008, 1.02% 12/1/17, VRDN (a)(b) | | 25,465,000 | 25,465,000 |
Wilsonville Indl. Dev. Board Poll. Cont. Rev. (Alabama Pwr. Co. Gaston Plant Proj.) Series 2008, 1.02% 12/1/17, VRDN (a)(b) | | 26,720,000 | 26,720,000 |
| | | 66,525,000 |
Alaska - 0.7% | | | |
Valdez Marine Term. Rev. (Phillips Trans. Alaska, Inc. Proj.): | | | |
Series 1994 B, 1.07% 12/7/17, VRDN (a) | | 5,775,000 | 5,775,000 |
Series 1994 C, 1.05% 12/7/17, VRDN (a) | | 3,000,000 | 3,000,000 |
| | | 8,775,000 |
Arizona - 4.4% | | | |
Coconino County Poll. Cont. Corp. Rev. (Tucson Elec. Pwr. Co. Navajo Proj.) Series 2010 A, 1.01% 12/7/17, LOC JPMorgan Chase Bank, VRDN (a)(b) | | 31,000,000 | 31,000,000 |
Maricopa County Poll. Cont. Rev. (Arizona Pub. Svc. Co. Palo Verde Proj.) Series 2009 A, 1.06% 12/7/17, VRDN (a) | | 4,000,000 | 4,000,000 |
FNMA Maricopa County Indl. Dev. Auth. Multi-family Hsg. Rev. (San Clemente Apts. Proj.) Series 2004, 1.04% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 18,200,000 | 18,200,000 |
| | | 53,200,000 |
Arkansas - 1.2% | | | |
Blytheville Indl. Dev. Rev. (Nucor Corp. Proj.): | | | |
Series 1998, 1.13% 12/7/17, VRDN (a)(b) | | 1,400,000 | 1,400,000 |
Series 2002, 1.14% 12/7/17, VRDN (a)(b) | | 7,000,000 | 7,000,000 |
Osceola Solid Waste Disp. Rev. (Plum Point Energy Associates, LLC Proj.) Series 2006, 1.1% 12/7/17, LOC Royal Bank of Scotland PLC, VRDN (a)(b) | | 5,400,000 | 5,400,000 |
FNMA Arkansas Dev. Fin. Auth. Multi-family Hsg. Rev. (Kiehl Partners LP Proj.) Series 2004 A, 1.11% 12/7/17, LOC Fannie Mae, VRDN (a) | | 795,000 | 795,000 |
| | | 14,595,000 |
Connecticut - 3.4% | | | |
Connecticut Gen. Oblig. Series 2016 C, 1.05% 12/7/17 (Liquidity Facility Bank of America NA), VRDN (a) | | 13,200,000 | 13,200,000 |
Connecticut Hsg. Fin. Auth. Series D, 1% 12/7/17 (Liquidity Facility TD Banknorth, NA), VRDN (a)(b) | | 28,000,000 | 28,000,000 |
| | | 41,200,000 |
Delaware - 0.4% | | | |
Delaware Econ. Dev. Auth. Rev. (Delmarva Pwr. & Lt. Co. Proj.): | | | |
Series 1993 C, 1.07% 12/7/17, VRDN (a) | | 1,000,000 | 1,000,000 |
Series 1994, 1.06% 12/1/17, VRDN (a)(b) | | 1,300,000 | 1,300,000 |
Series 1999 B, 1.12% 12/7/17, VRDN (a)(b) | | 2,400,000 | 2,400,000 |
| | | 4,700,000 |
Florida - 13.5% | | | |
Broward County Indl. Dev. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 2015, 1.01% 12/1/17, VRDN (a)(b) | | 63,000,000 | 63,000,000 |
Collier County Hsg. Fin. Auth. Multi-family Rev. (George Washington Carver Apts. Proj.) Series 2005, 1.04% 12/7/17, LOC PNC Bank NA, VRDN (a)(b) | | 1,000,000 | 1,000,000 |
Lee County Indl. Dev. Auth. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 2016 A, 1.01% 12/1/17, VRDN (a)(b) | | 1,550,000 | 1,550,000 |
Miami-Dade County Indl. Dev. Auth. Rev. (Tarmac America Proj.) Series 2004, 1.01% 12/7/17, LOC HSBC Bank U.S.A., NA, VRDN (a)(b) | | 22,000,000 | 22,000,000 |
Ocean Hwy. & Port Auth. Rev. Series 1990, 1.07% 12/7/17, LOC Wells Fargo Bank NA, VRDN (a)(b) | | 200,000 | 200,000 |
FNMA: | | | |
Broward County Fin. Auth. Multi-family Hsg. Rev. (Sanctuary Apts Proj.) Series A, 1.03% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 14,620,000 | 14,620,000 |
Florida Hsg. Fin. Corp. Multi-family Mtg. Rev.: | | | |
(Mill Creek Apts. Proj.) Series 2004 K, 1.03% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 10,100,000 | 10,100,000 |
(Pinnacle Grove Apts. Proj.) Series 2003 A, 1.03% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 6,750,000 | 6,750,000 |
Florida Hsg. Fin. Corp. Rev. (Valencia Village Apts. Proj.) Series G, 1.02% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 10,050,000 | 10,050,000 |
Hillsborough County Hsg. Fin. Auth. Multi-family Rev.: | | | |
(Grande Oaks Apts. Proj.) Series A, 1.03% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 6,500,000 | 6,500,000 |
(Morgan Creek Apts. Proj.) Series 2003, 1.03% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 11,900,000 | 11,900,000 |
Orange County Hsg. Fin. Auth. Multi-family Rev.: | | | |
(Osprey Ridge Apts. Proj.) Series 2000 H, 1.03% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 6,360,000 | 6,360,000 |
(West Point Villas Apts. Proj.) Series 2000 F, 1.03% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 9,810,000 | 9,810,000 |
| | | 163,840,000 |
Georgia - 1.0% | | | |
Burke County Indl. Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Vogtle Proj.) Eighth Series 1994, 1% 12/1/17, VRDN (a) | | 1,200,000 | 1,200,000 |
Savannah Econ. Dev. Auth. Rev. (Home Depot, Inc. Proj.) Series 1995 A, 1.03% 12/7/17, VRDN (a)(b) | | 4,600,000 | 4,600,000 |
FHLMC Kennesaw Dev. Auth. Multi-family Hsg. Rev. (Alta Ridenour Apts. Proj.) Series 2008, 1.04% 12/7/17, LOC Freddie Mac, VRDN (a)(b) | | 6,855,000 | 6,855,000 |
| | | 12,655,000 |
Illinois - 0.2% | | | |
Illinois Hsg. Dev. Auth. Multi-family Hsg. Rev. (Valley View Apts. Proj.) 1.04% 12/7/17, LOC U.S. Bank NA, Cincinnati, VRDN (a)(b) | | 1,190,000 | 1,190,000 |
FHLMC Illinois Fin. Auth. Multi-family Rev. (Villagebrook Apts Proj.) Series 2005, 1.04% 12/7/17, LOC Freddie Mac, VRDN (a)(b) | | 1,335,000 | 1,335,000 |
| | | 2,525,000 |
Indiana - 0.6% | | | |
Indiana Dev. Fin. Auth. Envir. Rev. (PSI Energy Proj.) Series 2003 B, 1.14% 12/7/17, VRDN (a)(b) | | 6,100,000 | 6,100,000 |
Lawrenceburg Poll. Cont. Rev. (Indiana Michigan Pwr. Co. Proj.): | | | |
Series H, 1.11% 12/7/17, VRDN (a) | | 1,100,000 | 1,100,000 |
Series I, 1.11% 12/7/17, VRDN (a) | | 400,000 | 400,000 |
| | | 7,600,000 |
Iowa - 1.5% | | | |
Iowa Fin. Auth. Solid Disp. Waste Rev.: | | | |
(MidAmerican Energy Co. Proj.) Series 2016 B, 1.02% 12/7/17, VRDN (a)(b) | | 3,200,000 | 3,200,000 |
(MidAmerican Energy Proj.) Series 2008 A, 1.02% 12/7/17, VRDN (a)(b) | | 14,600,000 | 14,600,000 |
| | | 17,800,000 |
Kansas - 1.3% | | | |
Chanute Indl. Dev. Rev. (Ash Grove Cement Co. Proj.) Series 2002, 1.03% 12/7/17, LOC Bank of America NA, VRDN (a)(b) | | 7,000,000 | 7,000,000 |
Lenexa Multi-family Hsg. Rev. (Heather Glen Apts. Proj.) Series 2007, 1.06% 12/7/17, LOC U.S. Bank NA, Cincinnati, VRDN (a)(b) | | 8,870,000 | 8,870,000 |
| | | 15,870,000 |
Louisiana - 5.7% | | | |
Saint Charles Parish Poll. Cont. Rev.: | | | |
(Shell Oil Co. Proj.) Series 1992 A, 0.98% 12/1/17, VRDN (a)(b) | | 14,500,000 | 14,500,000 |
(Shell Oil Co.-Norco Proj.) Series 1991, 0.98% 12/1/17, VRDN (a)(b) | | 50,000,000 | 50,000,000 |
Saint James Parish Gen. Oblig. (Nucor Steel Louisiana LLC Proj.): | | | |
Series 2010 A1, 1.08% 12/7/17, VRDN (a) | | 3,400,000 | 3,400,000 |
Series 2010 B1, 1.06% 12/7/17, VRDN (a) | | 1,150,000 | 1,150,000 |
| | | 69,050,000 |
Maryland - 1.2% | | | |
Montgomery County Hsg. Opportunities Commission Multi-family Hsg. Rev. Series 2004 D, 0.99% 12/7/17, LOC TD Banknorth, NA, VRDN (a)(b) | | 9,640,000 | 9,640,000 |
FNMA Maryland Cmnty. Dev. Administration Dept. of Hsg. & Cmnty. Dev. (Barrington Apts. Proj.) Series A, 1.04% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 5,100,000 | 5,100,000 |
| | | 14,740,000 |
Mississippi - 2.3% | | | |
Jackson County Poll. Cont. Rev. (Chevron U.S.A., Inc. Proj.) Series 1993 1.02% 12/1/17, VRDN (a) | | 7,550,000 | 7,550,000 |
Mississippi Bus. Fin. Corp. (Chevron U.S.A., Inc. Proj.) Series 2007 C, 1.02% 12/1/17 (Chevron Corp. Guaranteed), VRDN (a) | | 20,250,000 | 20,250,000 |
| | | 27,800,000 |
Nebraska - 0.2% | | | |
Stanton County Indl. Dev. Rev. (Nucor Corp. Proj.) Series 1996, 1.13% 12/7/17, VRDN (a)(b) | | 2,200,000 | 2,200,000 |
New York - 13.5% | | | |
New York City Gen. Oblig. Series 2013 A3, 0.97% 12/1/17 (Liquidity Facility Mizuho Corporate Bank Ltd.), VRDN (a) | | 15,000,000 | 15,000,000 |
New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev. Series 2009 BB1, 0.99% 12/1/17 (Liquidity Facility Landesbank Hessen-Thuringen), VRDN (a) | | 22,785,000 | 22,785,000 |
New York City Transitional Fin. Auth. Rev. Series 2015 A3, 0.98% 12/1/17 (Liquidity Facility Mizuho Corporate Bank Ltd.), VRDN (a) | | 2,640,000 | 2,640,000 |
New York Hsg. Fin. Agcy. Rev.: | | | |
(350 West 43rd Street Hsg. Proj.): | | | |
Series 2001 A, 1% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a)(b) | | 3,000,000 | 3,000,000 |
Series 2002 A, 1% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a)(b) | | 15,000,000 | 15,000,000 |
Series 2004 A, 1% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a)(b) | | 9,900,000 | 9,900,000 |
(455 West 37th Street Hsg. Proj.) Series A, 1% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a)(b) | | 62,300,000 | 62,300,000 |
Triborough Bridge & Tunnel Auth. Revs. Series 2002 F, 0.97% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a) | | 5,745,000 | 5,745,000 |
FHLMC New York Hsg. Fin. Agcy. Rev.: | | | |
(600 West and 42nd St. Hsg. Proj.) Series 2007 A, 0.98% 12/7/17, LOC Freddie Mac, VRDN (a)(b) | | 7,600,000 | 7,600,000 |
(Sea Park East Hsg. Proj.) Series 2004 A, 1.04% 12/7/17, LOC Freddie Mac, VRDN (a)(b) | | 13,300,000 | 13,300,000 |
FNMA New York Hsg. Fin. Agcy. Rev. (West 23rd Street Hsg. Proj.) Series 2002 A, 1% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 7,200,000 | 7,200,000 |
| | | 164,470,000 |
North Carolina - 0.2% | | | |
Hertford County Indl. Facilities Poll. Cont. Fing. Auth. (Nucor Corp. Proj.) Series 2000 A, 1.14% 12/7/17, VRDN (a)(b) | | 600,000 | 600,000 |
Parson County Indl. Facilities and Poll. Cont. Fing. Auth. (CertainTeed Gypsum NC, Inc. Proj.) Series 2010, 1.05% 12/7/17, LOC Cr. Industriel et Commercial, VRDN (a) | | 2,200,000 | 2,200,000 |
| | | 2,800,000 |
Oregon - 1.2% | | | |
FHLMC Portland Multi-family Hsg. Rev. (The Village at Lovejoy Fountain Proj.) Series 2009, 1.01% 12/7/17, LOC Freddie Mac, VRDN (a)(b) | | 15,000,000 | 15,000,000 |
Pennsylvania - 1.8% | | | |
Lancaster Indl. Dev. Auth. Rev. (Mennonite Home Proj.) 1.06% 12/7/17, LOC Manufacturers & Traders Trust Co., VRDN (a) | | 1,570,000 | 1,570,000 |
Philadelphia Arpt. Rev. Series 2005 C1, 0.98% 12/7/17, LOC TD Banknorth, NA, VRDN (a)(b) | | 20,780,000 | 20,780,000 |
| | | 22,350,000 |
South Carolina - 5.2% | | | |
South Carolina Jobs-Econ. Dev. Auth. Indl. Rev.: | | | |
(South Carolina Elec. & Gas Co. Proj.) Series 2008, 0.99% 12/7/17, LOC TD Banknorth, NA, VRDN (a)(b) | | 29,765,000 | 29,765,000 |
(South Carolina Generating Co., Inc. Proj.) Series 2008, 0.99% 12/7/17, LOC TD Banknorth, NA, VRDN (a)(b) | | 33,265,000 | 33,265,000 |
| | | 63,030,000 |
Tennessee - 10.5% | | | |
Clarksville Pub. Bldg. Auth. Rev. (Tennessee Muni. Bond Fund Proj.): | | | |
Series 2001, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 6,175,000 | 6,175,000 |
Series 2003, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 3,020,000 | 3,020,000 |
Series 2005, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 6,900,000 | 6,900,000 |
Series 2008, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 48,455,000 | 48,455,000 |
Memphis Health, Edl. & Hsg. Facilities Board (Ashland Lakes Apts. Proj.) Series A, 1.04% 12/7/17, LOC U.S. Bank NA, Cincinnati, VRDN (a)(b) | | 4,500,000 | 4,500,000 |
Montgomery County Pub. Bldg. Auth. Pooled Fing. Rev.: | | | |
(Tennessee County Ln. Pool Prog.): | | | |
Series 2002, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 7,840,000 | 7,840,000 |
Series 2006, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 47,055,000 | 47,055,000 |
Series 2008, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 3,300,000 | 3,300,000 |
| | | 127,245,000 |
Texas - 4.9% | | | |
Calhoun County Solid Waste Disp. Rev. (Formosa Plastics Corp. Proj.) Series 2001, 1.09% 12/7/17, LOC JPMorgan Chase Bank, VRDN (a)(b) | | 3,500,000 | 3,500,000 |
Dallas/Fort Worth Int'l. Arpt. Facility Impt. Corp. Rev. (United Parcel Svc., Inc. Proj.) Series 2002, 1.01% 12/1/17, VRDN (a)(b) | | 12,900,000 | 12,900,000 |
Harris County Indl. Dev. Corp. Solid Waste Disp. Rev. (Exxon Proj.) 0.97% 12/1/17 (Exxon Mobil Corp. Guaranteed), VRDN (a)(b) | | 10,050,000 | 10,050,000 |
Jewett Econ. Dev. Corp. Indl. Dev. Rev. (Nucor Corp. Proj.) 1.13% 12/7/17, VRDN (a)(b) | | 4,950,000 | 4,950,000 |
Lower Neches Valley Auth. Indl. Dev. Corp. Exempt Facilities Rev. (Onyx Envir. Svcs. Proj.) Series 2003, 1.03% 12/7/17, LOC Bank of America NA, VRDN (a)(b) | | 8,610,000 | 8,610,000 |
Port Arthur Navigation District Exempt Facilities (Var-Total Petrochemicals Proj.) Series 2009, 1.03% 12/7/17 (Total SA Guaranteed), VRDN (a) | | 1,100,000 | 1,100,000 |
Port Arthur Navigation District Indl. Dev. Corp. Exempt Facilities Rev.: | | | |
(Air Products Proj.) Series 2012, 1.03% 12/7/17 (Total SA Guaranteed), VRDN (a) | | 9,100,000 | 9,100,000 |
(Total Petrochemicals & Refining U.S.A., Inc. Proj.) Series 2012 B, 1.03% 12/7/17 (Total SA Guaranteed), VRDN (a) | | 2,600,000 | 2,600,000 |
Port Arthur Navigation District Jefferson County Rev. Series 2000 B, 1.04% 12/7/17 (Total SA Guaranteed), VRDN (a)(b) | | 1,000,000 | 1,000,000 |
FNMA Houston Hsg. Fin. Corp. Multi-family Hsg. Rev. (Mayfair Park Apts. Proj.) Series 2004, 1.04% 12/7/17, LOC Fannie Mae, VRDN (a)(b) | | 5,635,000 | 5,635,000 |
| | | 59,445,000 |
Virginia - 2.1% | | | |
Hampton Indl. Dev. Auth. Exempt Facilities Rev. (U.S.A. Waste of Virginia Landfills, Inc. Proj.) Series 2000, 1.01% 12/7/17, LOC Wells Fargo Bank NA, VRDN (a)(b) | | 10,000,000 | 10,000,000 |
King George County Indl. Dev. Auth. Exempt Facilities Rev. (Birchwood Pwr. Partners Proj.) Series 1994 A, 0.97% 12/1/17, LOC Mizuho Corporate Bank Ltd., VRDN (a)(b) | | 4,000,000 | 4,000,000 |
Prince William County Indl. Dev. Auth. Sewage Disp. Facilities Rev. (Dale Svc. Corp. Proj.): | | | |
Series 2000, 1.01% 12/7/17, LOC Wells Fargo Bank NA, VRDN (a)(b) | | 1,620,000 | 1,620,000 |
Series 2006, 1.01% 12/7/17, LOC Wells Fargo Bank NA, VRDN (a)(b) | | 2,450,000 | 2,450,000 |
FHLMC Arlington County Indl. Dev. Auth. Multi-family Hsg. Rev. Series A, 1.03% 12/7/17, LOC Freddie Mac, VRDN (a)(b) | | 7,000,000 | 7,000,000 |
| | | 25,070,000 |
Washington - 0.7% | | | |
King County Hsg. Auth. Rev. (Overlake TOD Hsg. Proj.) 1.03% 12/7/17, LOC Bank of America NA, VRDN (a)(b) | | 2,305,000 | 2,305,000 |
Washington Econ. Dev. Fin. Auth. Solid Waste Disp. Rev. (Le May Enterprise Proj.) Series 2005 B, 1.05% 12/7/17, LOC Bank of America NA, VRDN (a)(b) | | 2,030,000 | 2,030,000 |
FHLMC Washington Hsg. Fin. Commission Multi-family Hsg. Rev. (Ballard Landmark Inn Proj.) Series 2015 A, 1.03% 12/7/17, LOC Fed. Home Ln. Bank, San Francisco, VRDN (a)(b) | | 4,000,000 | 4,000,000 |
| | | 8,335,000 |
West Virginia - 0.7% | | | |
West Virginia Econ. Dev. Auth. Solid Waste Disp. Facilities Rev.: | | | |
(Appalachian Pwr. Co. - Amos Proj.) Series 2008 B, 1.16% 12/7/17, VRDN (a)(b) | | 4,200,000 | 4,200,000 |
(Appalachian Pwr. Co.- Mountaineer Proj.) Series 2008 A, 1.25% 12/7/17, VRDN (a)(b) | | 4,000,000 | 4,000,000 |
| | | 8,200,000 |
Wyoming - 1.5% | | | |
Converse County Envir. Impt. Rev. Series 1995, 1.09% 12/7/17, VRDN (a)(b) | | 3,100,000 | 3,100,000 |
Converse County Poll. Cont. Rev. (PacifiCorp Proj.) Series 1994, 1.07% 12/7/17, VRDN (a) | | 1,500,000 | 1,500,000 |
Laramie County Indl. Dev. Rev. (Cheyenne Lt., Fuel & Pwr. Co. Proj.) Series 2009 A, 0.99% 12/7/17, LOC Wells Fargo Bank NA, VRDN(a)(b) | | 10,000,000 | 10,000,000 |
Lincoln County Poll. Cont. Rev. (PacifiCorp Proj.) Series 1994, 1.08% 12/7/17, VRDN (a) | | 3,500,000 | 3,500,000 |
| | | 18,100,000 |
TOTAL VARIABLE RATE DEMAND NOTE | | | |
(Cost $1,037,120,000) | | | 1,037,120,000 |
|
Tender Option Bond - 12.2% | | | |
California - 0.1% | | | |
Dignity Health Participating VRDN Series 17 04, SIFMA Municipal Swap Index + 0.160% 1.13% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(c)(d)(e) | | 1,290,000 | 1,290,000 |
Colorado - 1.6% | | | |
Colorado Health Facilities Auth. Rev. Participating VRDN: | | | |
Series Floaters XF 22 41, 1.12% 12/7/17 (Liquidity Facility Citibank NA) (a)(c) | | 500,000 | 500,000 |
Series ZF 04 17, 1.12% 12/7/17 (Liquidity Facility JPMorgan Chase Bank) (a)(c) | | 900,000 | 900,000 |
Denver City & County Arpt. Rev. Participating VRDN Series Floaters XF 10 36, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 650,000 | 650,000 |
JPMorgan Chase Participating VRDN Series 5008, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(c) | | 17,080,000 | 17,080,000 |
| | | 19,130,000 |
Connecticut - 0.2% | | | |
Connecticut Gen. Oblig. Participating VRDN Series Floaters 014, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(c)(f) | | 2,700,000 | 2,700,000 |
District Of Columbia - 0.2% | | | |
Children's Nat'l. Med. Ctr., Participating VRDN Series 2015 XF 1047, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 1,000,000 | 1,000,000 |
Metropolitan Washington DC Arpts. Auth. Sys. Rev. Participating VRDN: | | | |
Series Floaters XM 05 52, 1.05% 12/7/17 (Liquidity Facility Cr. Suisse AG) (a)(b)(c) | | 800,000 | 800,000 |
Series Floaters ZM 05 54, 1.03% 12/7/17 (Liquidity Facility Citibank NA) (a)(b)(c) | | 300,000 | 300,000 |
| | | 2,100,000 |
Florida - 0.7% | | | |
Eclipse Fdg. Trust Various States Bonds Series Solar 2017 37, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(c)(e) | | 500,000 | 500,000 |
Greater Orlando Aviation Auth. Arpt. Facilities Rev. Participating VRDN Series Floaters ZF 25 03, 1.03% 12/7/17 (Liquidity Facility Citibank NA) (a)(b)(c) | | 450,000 | 450,000 |
Miami-Dade County Aviation Rev. Participating VRDN Series XG 00 65 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 1,100,000 | 1,100,000 |
Miami-Dade County Expressway Auth. Participating VRDN Series XG 00 99, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 900,000 | 900,000 |
Miami-Dade County School Board Ctfs. of Prtn. Participating VRDN Series ZF 03 29, 1.12% 12/7/17 (Liquidity Facility JPMorgan Chase Bank) (a)(c) | | 2,700,000 | 2,700,000 |
Pinellas County Fla School Board Ctfs. Participating VRDN Series Floaters ZF 05 86, 1.04% 12/7/17 (Liquidity Facility Toronto-Dominion Bank) (a)(c) | | 2,500,000 | 2,500,000 |
| | | 8,150,000 |
Georgia - 0.3% | | | |
Heard County Dev. Auth. Poll. Cont. Rev. Participating VRDN Series Floaters E 105, 1.02% 12/7/17 (Liquidity Facility Royal Bank of Canada) (a)(c) | | 2,300,000 | 2,300,000 |
Metropolitan Atlanta Rapid Transit Auth. Sales Tax Rev. Bonds Series Solar 0047, SIFMA Municipal Swap Index + 0.150% 1.12%, tender 2/15/18 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(c)(e) | | 1,000,000 | 999,800 |
| | | 3,299,800 |
Illinois - 1.4% | | | |
City of Chicago Gen. Oblig. Bonds Participating VRDN Series XF 23 42, 1.12% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(c) | | 400,000 | 400,000 |
Illinois Gen. Oblig. Participating VRDN Series Floaters E97, 1.03% 12/7/17 (Liquidity Facility Royal Bank of Canada) (a)(c) | | 5,545,000 | 5,545,000 |
Illinois Toll Hwy. Auth. Toll Hwy. Rev. Participating VRDN Series 15 XM 0078, 1.02% 12/7/17 (Liquidity Facility Royal Bank of Canada) (a)(c) | | 5,090,000 | 5,090,000 |
Southwestern Ill Dev. Auth. Heal Participating VRDN Series Putters 5014, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(c) | | 5,000,000 | 5,000,000 |
Will Cnty. Gen. Oblig. Participating VRDN Series Floaters ZF 05 11, 1.03% 12/7/17 (Liquidity Facility Toronto-Dominion Bank) (a)(c) | | 1,125,000 | 1,125,000 |
| | | 17,160,000 |
Indiana - 0.1% | | | |
Hamilton County HealthCare Facilities Rev. Participating VRDN Series XF 10 26, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 1,500,000 | 1,500,000 |
Iowa - 0.1% | | | |
Iowa St Spl. Oblig. Participating VRDN Series Floaters XX 10 56, 1.05% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(c) | | 1,000,000 | 1,000,000 |
Maryland - 0.1% | | | |
Maryland Health & Higher Ed. Facilities Auth. Rev. Participating VRDN Series XF 10 21, 1.05% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 1,600,000 | 1,600,000 |
Massachusetts - 1.7% | | | |
Massachusetts Gen. Oblig. Bonds: | | | |
Series Clipper 09 67, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(c)(e) | | 17,100,000 | 17,100,000 |
Series Clipper 09 69, SIFMA Municipal Swap Index + 0.200% 1.15%, tender 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(c)(d)(e) | | 3,346,000 | 3,345,833 |
| | | 20,445,833 |
Michigan - 1.7% | | | |
Eastern Michigan Univ. Revs. Participating VRDN Series Floaters 17 012, 1.02% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(c) | | 4,650,000 | 4,650,000 |
JPMorgan Chase Participating VRDN Series Putters 5009, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(c) | | 16,050,000 | 16,050,000 |
| | | 20,700,000 |
Missouri - 0.3% | | | |
Missouri St Hefa Edl. Facilities Rev. Participating VRDN Series Floaters 17 010, 1.02% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(c) | | 4,100,000 | 4,100,000 |
Montana - 0.5% | | | |
Missoula Mont Wtr. Sys. Rev. Participating VRDN Series Floaters 011, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(c)(f) | | 5,500,000 | 5,500,000 |
Nebraska - 0.2% | | | |
Omaha Pub. Pwr. District Elec. Rev. Participating VRDN: | | | |
Series 16 XF1053, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 1,700,000 | 1,700,000 |
Series Floaters XX 10 04, 1.02% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(c) | | 1,200,000 | 1,200,000 |
| | | 2,900,000 |
New Jersey - 0.2% | | | |
New Jersey St. Trans. Trust Fund Auth. Participating VRDN Series Floaters 16 XF1059, 1.14% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 1,100,000 | 1,100,000 |
Union County Impt. Auth. Participating VRDN Series XF 10 19, 1.02% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 700,000 | 700,000 |
Union County Impt. Auth. Rev. Participating VRDN Series XG 00 57, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 500,000 | 500,000 |
| | | 2,300,000 |
Ohio - 0.2% | | | |
Hamilton County HealthCare Facilities Rev. Participating VRDN Series XF 10 50, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 300,000 | 300,000 |
Middletown Hosp. Facilities Rev. Participating VRDN Series Floaters 00 31 44, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(c)(f) | | 985,000 | 985,000 |
Ohio Higher Edl. Facility Commission Rev. Participating VRDN Series 2017, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(c)(f) | | 800,000 | 800,000 |
| | | 2,085,000 |
Oklahoma - 0.1% | | | |
Oklahoma City Pub. Property Auth. Hotel Tax Rev. Participating VRDN Series Floaters XM 05 59, 1.03% 12/7/17 (Liquidity Facility Citibank NA) (a)(c) | | 1,065,000 | 1,065,000 |
Pennsylvania - 0.4% | | | |
Allegheny County Hosp. Dev. Auth. Rev. Participating VRDN Series Putters 5011, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(c) | | 5,000,000 | 5,000,000 |
Texas - 0.4% | | | |
Tarrant County Cultural Ed. Facilities Fin. Corp. Hosp. Rev. Participating VRDN Series 16 ZF 0282, 1.01% 12/7/17 (Liquidity Facility Toronto-Dominion Bank) (a)(c) | | 4,000,000 | 4,000,000 |
Texas State Univ. Sys. Fing. Rev. Participating VRDN Series 16 ZF 0307, 1.07% 12/7/17 (Liquidity Facility JPMorgan Chase Bank) (a)(c) | | 400,000 | 400,000 |
| | | 4,400,000 |
Utah - 0.2% | | | |
Riverton Hosp. Rev. Participating VRDN Series RBC ZF 0274, 1.02% 12/7/17 (Liquidity Facility Royal Bank of Canada) (a)(c) | | 2,700,000 | 2,700,000 |
Wisconsin - 1.5% | | | |
Wisconsin Gen. Oblig. Participating VRDN: | | | |
Series Clipper 09 36, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(c)(d)(e) | | 15,000,000 | 15,000,000 |
Series Clipper 09 53, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(c)(d)(e) | | 2,900,000 | 2,900,000 |
Wisconsin Health & Edl. Facilities Participating VRDN Series Floaters XG 00 72, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(c) | | 700,000 | 700,000 |
| | | 18,600,000 |
TOTAL TENDER OPTION BOND | | | |
(Cost $147,726,000) | | | 147,725,633 |
|
Other Municipal Security - 2.4% | | | |
Georgia - 1.2% | | | |
Main Street Natural Gas, Inc. Georgia Gas Proj. Rev. Bonds: | | | |
Series 2010 A1, SIFMA Municipal Swap Index + 0.100% 1.07%, tender 2/1/18 (Liquidity Facility Royal Bank of Canada) (a)(e) | | 3,985,000 | 3,985,000 |
Series 2010 A2, SIFMA Municipal Swap Index + 0.100% 1.07%, tender 2/1/18 (Liquidity Facility Royal Bank of Canada) (a)(e) | | 10,240,000 | 10,240,000 |
| | | 14,225,000 |
Kentucky - 0.1% | | | |
Jefferson County Poll. Cont. Rev. Bonds Series 01A, 1.16% tender 1/10/18, CP mode | | 800,000 | 799,944 |
Massachusetts - 0.3% | | | |
Massachusetts Indl. Fin. Agcy. Poll. Cont. Rev. Bonds (New England Pwr. Co. Proj.) Series 1992: | | | |
1.03% tender 12/1/17, CP mode | | 1,090,000 | 1,090,000 |
1.05% tender 1/3/18, CP mode | | 2,800,000 | 2,799,804 |
| | | 3,889,804 |
New Hampshire - 0.6% | | | |
New Hampshire Bus. Fin. Auth. Poll. Cont. Rev. Bonds: | | | |
(New England Pwr. Co. Proj.) Series 1990 B, 1.05% tender 12/4/17, CP mode | | 1,900,000 | 1,900,000 |
Series 1990 A, 1.08% tender 12/1/17, CP mode (b) | | 1,290,000 | 1,290,000 |
Series 1990 B, 1.15% tender 12/19/17, CP mode | | 1,000,000 | 999,960 |
Series A1, 1.17% tender 12/6/17, CP mode (b) | | 2,900,000 | 2,900,000 |
| | | 7,089,960 |
Virginia - 0.1% | | | |
Halifax County Indl. Dev. Auth. Poll. Cont. Rev. Bonds Series 1992, 1.15% tender 12/1/17, CP mode (b) | | 1,900,000 | 1,900,000 |
West Virginia - 0.1% | | | |
Grant County Cmnty. Solid Waste Disp. Rev. Bonds Series 96, 1.1% tender 12/1/17, CP mode (b) | | 1,500,000 | 1,500,000 |
TOTAL OTHER MUNICIPAL SECURITY | | | |
(Cost $29,405,000) | | | 29,404,708 |
TOTAL INVESTMENT IN SECURITIES - 100.0% | | | |
(Cost $1,214,251,000) | | | 1,214,250,341 |
NET OTHER ASSETS (LIABILITIES) - 0.0% | | | 68,435 |
NET ASSETS - 100% | | | $1,214,318,776 |
Security Type Abbreviations
CP – COMMERCIAL PAPER
VRDN – VARIABLE RATE DEMAND NOTE (A debt instrument that is payable upon demand, either daily, weekly or monthly)
The date shown for securities represents the date when principal payments must be paid, taking into account any call options exercised by the issuer and any permissible maturity shortening features other than interest rate resets.
Legend
(a) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.
(b) Private activity obligations whose interest is subject to the federal alternative minimum tax for individuals.
(c) Provides evidence of ownership in one or more underlying municipal bonds.
(d) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $22,535,833 or 1.9% of net assets.
(e) Coupon is indexed to a floating interest rate which may be multiplied by a specified factor and/or subject to caps or floors.
(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $9,985,000 or 0.8% of net assets.
Additional information on each restricted holding is as follows:
Security | Acquisition Date | Cost |
Dignity Health Participating VRDN Series 17 04, SIFMA Municipal Swap Index + 0.160% 1.13% 1/11/18 (Liquidity Facility Barclays Bank PLC) | 10/5/17 | $1,290,000 |
Massachusetts Gen. Oblig. Bonds Series Clipper 09 69, SIFMA Municipal Swap Index + 0.200% 1.15%, tender 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) | 9/28/16 | $3,346,000 |
Wisconsin Gen. Oblig. Participating VRDN Series Clipper 09 36, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) | 8/11/16 - 6/1/17 | $15,000,000 |
Wisconsin Gen. Oblig. Participating VRDN Series Clipper 09 53, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) | 9/12/16 | $2,900,000 |
Investment Valuation
All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.
See accompanying notes which are an integral part of the financial statements.
Financial Statements
Statement of Assets and Liabilities
| | November 30, 2017 (Unaudited) |
Assets | | |
Investment in securities, at value — See accompanying schedule: Unaffiliated issuers (cost $1,214,251,000) | | $1,214,250,341 |
Cash | | 7,556,266 |
Interest receivable | | 1,097,068 |
Receivable from investment adviser for expense reductions | | 1,369 |
Other receivables | | 4,485 |
Total assets | | 1,222,909,529 |
Liabilities | | |
Payable for investments purchased | $7,555,455 | |
Distributions payable | 1,030,737 | |
Other payables and accrued expenses | 4,561 | |
Total liabilities | | 8,590,753 |
Net Assets | | $1,214,318,776 |
Net Assets consist of: | | |
Paid in capital | | $1,214,305,400 |
Distributions in excess of net investment income | | (113) |
Accumulated undistributed net realized gain (loss) on investments | | 14,148 |
Net unrealized appreciation (depreciation) on investments | | (659) |
Net Assets, for 1,214,257,075 shares outstanding | | $1,214,318,776 |
Net Asset Value, offering price and redemption price per share ($1,214,318,776 ÷ 1,214,257,075 shares) | | $1.0001 |
See accompanying notes which are an integral part of the financial statements.
Statement of Operations
| | Six months ended November 30, 2017 (Unaudited) |
Investment Income | | |
Interest | | $7,284,551 |
Expenses | | |
Custodian fees and expenses | $9,894 | |
Independent trustees' fees and expenses | 3,172 | |
Total expenses before reductions | 13,066 | |
Expense reductions | (12,437) | 629 |
Net investment income (loss) | | 7,283,922 |
Realized and Unrealized Gain (Loss) | | |
Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers | | 68,535 |
Total net realized gain (loss) | | 68,535 |
Change in net unrealized appreciation (depreciation) on investment securities | | (1,433) |
Net increase in net assets resulting from operations | | $7,351,024 |
See accompanying notes which are an integral part of the financial statements.
Statement of Changes in Net Assets
| Six months ended November 30, 2017 (Unaudited) | Year ended May 31, 2017 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $7,283,922 | $16,847,745 |
Net realized gain (loss) | 68,535 | 32,728 |
Change in net unrealized appreciation (depreciation) | (1,433) | 774 |
Net increase in net assets resulting from operations | 7,351,024 | 16,881,247 |
Distributions to shareholders from net investment income | (7,283,876) | (16,847,904) |
Distributions to shareholders from net realized gain | (65,740) | – |
Total distributions | (7,349,616) | (16,847,904) |
Affiliated share transactions | | |
Proceeds from sales of shares | 7,120,098,000 | 11,681,579,000 |
Cost of shares redeemed | (7,476,750,496) | (14,289,419,117) |
Net increase (decrease) in net assets and shares resulting from share transactions | (356,652,496) | (2,607,840,117) |
Total increase (decrease) in net assets | (356,651,088) | (2,607,806,774) |
Net Assets | | |
Beginning of period | 1,570,969,864 | 4,178,776,638 |
End of period | $1,214,318,776 | $1,570,969,864 |
Other Information | | |
Distributions in excess of net investment income end of period | $(113) | $(159) |
Shares | | |
Sold | 7,119,620,850 | 11,681,551,542 |
Redeemed | (7,476,251,666) | (14,289,359,586) |
Net increase (decrease) | (356,630,816) | (2,607,808,044) |
See accompanying notes which are an integral part of the financial statements.
Financial Highlights
Fidelity Municipal Cash Central Fund
| Six months ended (Unaudited) November 30, | Years ended May 31, | | | | |
| 2017 | 2017 A | 2016 | 2015 | 2014 | 2013 |
Selected Per–Share Data | | | | | | |
Net asset value, beginning of period | $1.0001 | $1.0000 | $1.00 | $1.00 | $1.00 | $1.00 |
Income from Investment Operations | | | | | | |
Net investment income (loss) | .0045 | .0066 | .001 | .001 | .001 | .002 |
Net realized and unrealized gain (loss) | –B | .0001 | –B | –B | –B | –B |
Total from investment operations | .0045 | .0067 | .001 | .001 | .001 | .002 |
Distributions from net investment income | (.0045) | (.0066) | (.001) | (.001) | (.001) | (.002) |
Distributions from net realized gain | (.0001) | – | –B | – | – | –B |
Total distributions | (.0045)C | (.0066) | (.001) | (.001) | (.001) | (.002) |
Net asset value, end of period | $1.0001 | $1.0001 | $1.00 | $1.00 | $1.00 | $1.00 |
Total ReturnD,E | .46% | .67% | .12% | .05% | .07% | .17% |
Ratios to Average Net AssetsF | | | | | | |
Expenses before reductionsG | - %H | -% | -% | -% | -% | -% |
Expenses net of fee waivers, if anyG | - %H | -% | -% | -% | -% | -% |
Expenses net of all reductionsG | - %H | -% | -% | -% | -% | -% |
Net investment income (loss) | .89%H | .62% | .09% | .05% | .07% | .17% |
Supplemental Data | | | | | | |
Net assets, end of period (000 omitted) | $1,214,319 | $1,570,970 | $4,178,777 | $4,603,558 | $5,657,214 | $4,529,568 |
A Beginning September 12, 2016 the Fund began selling and redeeming class shares based upon the market-based value of the securities held rounded to the fourth decimal place; a "floating" net asset value.
B Amount represents less than $.0005 per share.
C Total distributions of $.0045 per share is comprised of distributions from net investment income of $.00449 and distributions from net realized gain of $.00005 per share.
D Total returns for periods of less than one year are not annualized.
E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.
F Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.
G Amount represents less than .005%.
H Annualized
See accompanying notes which are an integral part of the financial statements.
Notes to Financial Statements (Unaudited)
For the period ended November 30, 2017
1. Organization.
Fidelity Municipal Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.
2. Significant Accounting Policies.
The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investments Companies. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:
Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:
Level 1 – quoted prices in active markets for identical investments
Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)
Valuation techniques used to value the Fund's investments by major category are as follows:
Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Municipal securities are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.
Securities held by a money market fund are generally high quality and liquid; however, they are reflected as Level 2 because the inputs used to determine fair value are not quoted prices in an active market.
Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable.
Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.
Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.
The Fund purchases municipal securities whose interest, in the opinion of the issuer, is free from federal income tax. There is no assurance that the IRS will agree with this opinion. In the event the IRS determines that the issuer does not comply with relevant tax requirements, interest payments from a security could become federally taxable, possibly retroactively to the date the security was issued.
As of period end, the cost and unrealized appreciation (depreciation) in securities for federal income tax purposes were as follows:
Gross unrealized appreciation | $– |
Gross unrealized depreciation | (659) |
Net unrealized appreciation (depreciation) | $(659) |
Tax cost | $1,214,251,000 |
Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.
3. Fees and Other Transactions with Affiliates.
Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (the investment adviser), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with the investment adviser, FMR pays the investment adviser a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain miscellaneous expenses such as proxy and shareholder meeting expenses.
Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act.
4. Expense Reductions.
FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $2,254.
Through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $10,183.
5. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
At the end of the period, mutual funds managed by FMR or its affiliates were the owners of record of all of the outstanding shares of the Fund.
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2017 to November 30, 2017).
Actual Expenses
The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| Annualized Expense Ratio-A | Beginning Account Value June 1, 2017 | Ending Account Value November 30, 2017 | Expenses Paid During Period-B June 1, 2017 to November 30, 2017 |
Actual | .0013% | $1,000.00 | $1,004.60 | $.01 |
Hypothetical-C | | $1,000.00 | $1,025.06 | $.01 |
A Annualized expense ratio reflects expenses net of applicable fee waivers.
B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).
C 5% return per year before expenses
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Municipal Cash Central Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Investments Money Management, Inc. (FIMM) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. FIMM and the sub-advisers are referred to herein as the Investment Advisers. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established four standing committees (Committees) — Operations, Audit, Fair Valuation, and Governance and Nominating — each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and considers, among other matters, information specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to review matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.
At its September 2017 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and the fact that no fee is payable under the management contract was fair and reasonable.
Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.
Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.
Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance. In this regard, the Board noted that the fund is designed to offer a liquid investment option for other Fidelity funds and accounts and ultimately to enhance the performance of those funds and accounts.
Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.
Competitiveness of Management Fee and Total Expense Ratio. The Board considered that while the fund does not pay a management fee, Fidelity Management & Research Company (FMR) pays FIMM a management fee for providing services to the fund and that FMR receives fees for providing services to funds that invest in the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the management fee received for providing services to the fund and the fund's total expense ratio were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.
Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of the funds that invest in this fund.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board also reviewed Fidelity's non-fund businesses and potential fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.
Economies of Scale. The Board concluded that because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities, economies of scale cannot be realized by the fund.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' advisory contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (iv) the arrangements with and compensation paid to certain fund sub-advisers on behalf of the Fidelity funds; (v) the terms of Fidelity's contractual and voluntary expense cap and waiver arrangements with the funds; (vi) the methodology with respect to competitive fund data and peer group classifications; (vii) Fidelity's transfer agent fee, expense, and service structures for different funds and classes relative to competitive trends, and the impact of the increased use of omnibus accounts; (viii) Fidelity's long-term expectations for its offerings in the workplace investing channel; (ix) new developments in the retail and institutional marketplaces and the competitive positioning of the funds relative to other investment products and services; (x) the approach to considering "fall-out" benefits; (xi) the impact of money market reform on Fidelity's money market funds, including with respect to costs and profitability; (xii) the funds' share class structures and distribution channels, including the impact of the Department of Labor's new fiduciary rule on the funds' distribution arrangements; and (xiii) explanations regarding the relative total expense ratios of certain funds and classes, total expense competitive trends and methodologies for total expense competitive comparisons, and actions that might be taken by Fidelity to reduce total expense ratios for certain classes. In addition, the Board considered its discussions with Fidelity throughout the year regarding enhanced information security initiatives and the funds' fair valuation policies.
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
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Corporate Headquarters
245 Summer St.
Boston, MA 02210
www.fidelity.com
MCC-SANN-0118
1.734025.117
Fidelity® Securities Lending Cash Central Fund
Semi-Annual Report November 30, 2017 |
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Contents
To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.
You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.
Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.
Other third-party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2018 FMR LLC. All rights reserved.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.
Investment Summary (Unaudited)
Effective Maturity Diversification
Days | % of fund's investments 11/30/17 | % of fund's investments 5/31/17 | % of fund's investments 11/30/16 |
1 - 7 | 81.7 | 93.6 | 62.1 |
8 - 30 | 13.3 | 5.8 | 16.7 |
31 - 60 | 0.0 | 0.6 | 11.5 |
61 - 90 | 2.9 | 0.0 | 3.5 |
91 - 180 | 2.1 | 0.0 | 6.2 |
Effective maturity is determined in accordance with the requirements of Rule 2a-7 under the Investment Company Act of 1940.
Asset Allocation (% of fund's net assets)
As of November 30, 2017 |
| Certificates of Deposit | 10.2% |
| Commercial Paper | 1.7% |
| U.S. Treasury Debt | 14.5% |
| U.S. Government Agency Debt | 6.5% |
| Non-Negotiable Time Deposit | 20.1% |
| Other Instruments | 4.9% |
| Repurchase Agreements | 38.1% |
| Net Other Assets (Liabilities) | 4.0% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img338165012.jpg)
As of May 31, 2017 |
| Certificates of Deposit | 9.1% |
| Commercial Paper | 2.0% |
| U.S. Treasury Debt | 0.9% |
| U.S. Government Agency Debt | 1.8% |
| Non-Negotiable Time Deposit | 22.6% |
| Other Instruments | 3.7% |
| Repurchase Agreements | 55.6% |
| Net Other Assets (Liabilities) | 4.3% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img338165019.jpg)
Percentages shown as 0.0% may reflect amounts less than 0.05%.
Investments November 30, 2017 (Unaudited)
Showing Percentage of Net Assets
Certificate of Deposit - 10.2% | | | | |
| | Yield(a) | Principal Amount | Value |
New York Branch, Yankee Dollar, Foreign Banks - 10.2% | | | | |
Bank of Montreal | | | | |
12/1/17 | | 1.20% | $460,000,000 | $459,999,816 |
Bayerische Landesbank | | | | |
12/1/17 to 12/7/17 | | 1.24 | 1,095,000,000 | 1,094,998,980 |
Landesbank Baden-Wuerttemberg New York Branch | | | | |
12/1/17 to 12/7/17 | | 1.23 | 934,820,000 | 934,817,802 |
TOTAL CERTIFICATE OF DEPOSIT | | | | |
(Cost $2,489,820,000) | | | | 2,489,816,598 |
|
Financial Company Commercial Paper - 1.7% | | | | |
BNP Paribas Dublin Branch | | | | |
12/5/17 | | 1.19 | 51,000,000 | 50,991,713 |
Landesbank Baden-Wurttemberg | | | | |
12/4/17 | | 1.23 | 241,000,000 | 240,967,802 |
Natexis Banques Populaires New York Branch | | | | |
12/1/17 | | 1.09 | 116,989,000 | 116,985,373 |
TOTAL FINANCIAL COMPANY COMMERCIAL PAPER | | | | |
(Cost $408,957,554) | | | | 408,944,888 |
|
U.S. Treasury Debt - 14.5% | | | | |
U.S. Treasury Obligations - 14.5% | | | | |
U.S. Treasury Bills | | | | |
12/7/17 to 3/1/18 | | | | |
(Cost $3,537,352,636) | | 1.03 to 1.29 | 3,541,000,000 | 3,537,568,743 |
|
U.S. Government Agency Debt - 6.5% | | | | |
Federal Agencies - 6.5% | | | | |
Federal Home Loan Bank | | | | |
12/1/17 to 12/14/17 | | | | |
(Cost $1,574,573,933) | | 1.02 to 1.03 | 1,574,900,000 | 1,574,530,733 |
|
Non-Negotiable Time Deposit - 20.1% | | | | |
Time Deposits - 20.1% | | | | |
Australia & New Zealand Banking Group Ltd. | | | | |
12/6/17 to 12/7/17 | | 1.20 | 483,000,000 | 482,999,363 |
Bank of Nova Scotia | | | | |
12/1/17 | | 1.10 | 237,000,000 | 237,000,000 |
Barclays Bank PLC | | | | |
12/1/17 | | 1.20 | 1,196,000,000 | 1,196,000,000 |
BNP Paribas | | | | |
12/1/17 to 12/7/17 | | 1.19 | 1,057,000,000 | 1,057,000,000 |
Credit Agricole CIB | | | | |
12/1/17 | | 1.10 | 554,000,000 | 554,000,000 |
12/1/17 to 12/7/17 | | 1.23 | 185,100,000 | 185,099,695 |
Credit Industriel et Commercial | | | | |
12/1/17 | | 1.08 | 202,000,000 | 202,000,000 |
Northern Trust Co. Chicago (TD) | | | | |
12/1/17 | | 1.08 | 354,000,000 | 354,000,000 |
Royal Bank of Canada | | | | |
12/4/17 to 12/5/17 | | 1.19 | 599,000,000 | 598,999,162 |
Skandinaviska Enskilda Banken AB | | | | |
12/1/17 | | 1.08 | 17,000,000 | 17,000,000 |
TOTAL NON-NEGOTIABLE TIME DEPOSIT | | | | |
(Cost $4,884,100,000) | | | | 4,884,098,220 |
|
Other Instrument - 4.9% | | | | |
Corporate Bonds - 4.9% | | | | |
International Bank for Reconstruction & Development | | | | |
12/1/17 to 2/15/18 | | | | |
(Cost $1,200,207,563) | | 1.10 to 1.35 | 1,201,000,000 | 1,200,212,152 |
U.S. Government Agency Repurchase Agreement - 3.1% | | | |
| | Maturity Amount | Value |
In a joint trading account at 1.04% dated 11/30/17 due 12/1/17: | | | |
(Collateralized by U.S. Government Obligations) # | | $68,134,968 | $68,133,000 |
(Collateralized by U.S. Government Obligations) # | | 439,836,706 | 439,824,000 |
With: | | | |
Mitsubishi UFJ Securities (U.S.A.), Inc. at 1.05%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Government Obligations valued at $180,545,266, 2.00% - 5.00%, 8/1/19 - 11/20/65) | | 177,005,163 | 177,000,000 |
Sumitomo Mitsui Banking Corp. at 1.05%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Government Obligations valued at $72,422,112, 3.50%, 8/20/47) | | 71,002,071 | 71,000,000 |
TOTAL U.S. GOVERNMENT AGENCY REPURCHASE AGREEMENT | | | |
(Cost $755,957,000) | | | 755,957,000 |
|
U.S. Treasury Repurchase Agreement - 33.8% | | | |
With: | | | |
Commerz Markets LLC at 1.1%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Treasury Obligations valued at $487,583,364, 0.88% - 2.75%, 5/31/18 - 11/15/47) | | 478,014,606 | 478,000,000 |
Deutsche Bank AG at 1.05%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Treasury Obligations valued at $489,691,787, 1.13% - 3.13%, 10/31/18 - 02/15/46) | | 478,013,942 | 478,000,000 |
Federal Reserve Bank of New York at 1%, dated 11/30/17 due 12/1/17 (Collateralized by U.S. Treasury Obligations valued at $7,140,198,414, 1.63% - 7.63%, 4/30/23 - 2/15/25) | | 7,140,198,333 | 7,140,000,000 |
Societe Generale at 1.12%, dated 10/5/17 due 12/8/17 (Collateralized by U.S. Treasury Obligations valued at $135,062,424, 0.00% - 4.38%, 4/26/18 - 5/15/44) | | 132,262,827 | 132,001,241 |
TOTAL U.S. TREASURY REPURCHASE AGREEMENT | | | |
(Cost $8,228,000,000) | | | 8,228,001,241 |
|
Other Repurchase Agreement - 1.2% | | | |
Other Repurchase Agreement - 1.2% | | | |
With Wells Fargo Securities, LLC at: | | | |
1.31%, dated 11/30/17 due 12/1/17 (Collateralized by Corporate Obligations valued at $162,339,786, 0.00% - 2.13%, 12/1/17 - 11/16/22) | | 159,005,786 | 159,000,000 |
1.36%, dated 11/30/17 due 12/1/17 (Collateralized by Corporate Obligations valued at $47,521,906, 1.38% - 8.25%, 1/1/20 - 12/1/40) | | 44,001,662 | 44,000,000 |
(Collateralized by Equity Securities valued at $96,123,634) | | 89,003,362 | 89,000,000 |
TOTAL OTHER REPURCHASE AGREEMENT | | | |
(Cost $292,000,000) | | | 292,000,000 |
TOTAL INVESTMENT IN SECURITIES - 96.0% | | | |
(Cost $23,370,968,686) | | | 23,371,129,575 |
NET OTHER ASSETS (LIABILITIES) - 4.0% | | | 979,460,655 |
NET ASSETS - 100% | | | $24,350,590,230 |
The date shown for securities represents the date when principal payments must be paid, taking into account any call options exercised by the issuer and any permissible maturity shortening features other than interest rate resets.
Legend
(a) Yield represents either the annualized yield at the date of purchase, or the stated coupon rate, or, for floating and adjustable rate securities, the rate at period end.
Investment Valuation
All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.
Other Information
# Additional information on each counterparty to the repurchase agreement is as follows:
Repurchase Agreement / Counterparty | Value |
$68,133,000 due 12/01/17 at 1.04% | |
Citibank NA | $68,133,000 |
| $68,133,000 |
$439,824,000 due 12/01/17 at 1.04% | |
BNP Paribas, S.A. | $139,167,559 |
Bank of Nova Scotia | 255,404,400 |
Citibank NA | 746,036 |
Merrill Lynch, Pierce, Fenner & Smith, Inc. | 44,506,005 |
| $439,824,000 |
See accompanying notes which are an integral part of the financial statements.
Financial Statements
Statement of Assets and Liabilities
| | November 30, 2017 (Unaudited) |
Assets | | |
Investment in securities, at value (including repurchase agreements of $9,275,958,241) — See accompanying schedule: Unaffiliated issuers (cost $23,370,968,686) | | $23,371,129,575 |
Cash | | 1,000,000,292 |
Interest receivable | | 2,091,235 |
Other receivables | | 205,676 |
Total assets | | 24,373,426,778 |
Liabilities | | |
Distributions payable | $22,596,941 | |
Other payables and accrued expenses | 239,607 | |
Total liabilities | | 22,836,548 |
Net Assets | | $24,350,590,230 |
Net Assets consist of: | | |
Paid in capital | | $24,351,396,859 |
Distributions in excess of net investment income | | (6,574) |
Accumulated undistributed net realized gain (loss) on investments | | (960,944) |
Net unrealized appreciation (depreciation) on investments | | 160,889 |
Net Assets, for 24,347,226,256 shares outstanding | | $24,350,590,230 |
Net Asset Value, offering price and redemption price per share ($24,350,590,230 ÷ 24,347,226,256 shares) | | $1.0001 |
See accompanying notes which are an integral part of the financial statements.
Statement of Operations
| | Six months ended November 30, 2017 (Unaudited) |
Investment Income | | |
Interest | | $132,906,257 |
Expenses | | |
Custodian fees and expenses | $72,558 | |
Independent trustees' fees and expenses | 44,088 | |
Interest | 15,808 | |
Total expenses before reductions | 132,454 | |
Expense reductions | (29,368) | 103,086 |
Net investment income (loss) | | 132,803,171 |
Realized and Unrealized Gain (Loss) | | |
Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers | | 3,710 |
Total net realized gain (loss) | | 3,710 |
Change in net unrealized appreciation (depreciation) on investment securities | | 56,975 |
Net increase in net assets resulting from operations | | $132,863,856 |
See accompanying notes which are an integral part of the financial statements.
Statement of Changes in Net Assets
| Six months ended November 30, 2017 (Unaudited) | Year ended May 31, 2017 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $132,803,171 | $125,042,790 |
Net realized gain (loss) | 3,710 | 45,982 |
Change in net unrealized appreciation (depreciation) | 56,975 | 103,914 |
Net increase in net assets resulting from operations | 132,863,856 | 125,192,686 |
Distributions to shareholders from net investment income | (132,809,745) | (125,041,372) |
Affiliated share transactions | | |
Proceeds from sales of shares | 69,117,605,151 | 116,768,636,615 |
Cost of shares redeemed | (67,924,629,087) | (115,452,271,090) |
Net increase (decrease) in net assets and shares resulting from share transactions | 1,192,976,064 | 1,316,365,525 |
Total increase (decrease) in net assets | 1,193,030,175 | 1,316,516,839 |
Net Assets | | |
Beginning of period | 23,157,560,055 | 21,841,043,216 |
End of period | $24,350,590,230 | $23,157,560,055 |
Other Information | | |
Distributions in excess of net investment income end of period | $(6,574) | $– |
Shares | | |
Sold | 69,109,744,589 | 116,755,690,128 |
Redeemed | (67,916,695,406) | (115,440,064,479) |
Net increase (decrease) | 1,193,049,183 | 1,315,625,649 |
See accompanying notes which are an integral part of the financial statements.
Financial Highlights
Fidelity Securities Lending Cash Central Fund
| Six months ended (Unaudited) November 30, | Years ended May 31, | | | | |
| 2017 | 2017 A | 2016 | 2015 | 2014 | 2013 |
Selected Per–Share Data | | | | | | |
Net asset value, beginning of period | $1.0001 | $1.0000 | $1.00 | $1.00 | $1.00 | $1.00 |
Income from Investment Operations | | | | | | |
Net investment income (loss) | .0055 | .0059 | .003 | .001 | .001 | .002 |
Net realized and unrealized gain (loss) | –B | .0001 | –B | –B | –B | –B |
Total from investment operations | .0055 | .0060 | .003 | .001 | .001 | .002 |
Distributions from net investment income | (.0055) | (.0059) | (.003) | (.001) | (.001) | (.002) |
Total distributions | (.0055) | (.0059) | (.003) | (.001) | (.001) | (.002) |
Net asset value, end of period | $1.0001 | $1.0001 | $1.00 | $1.00 | $1.00 | $1.00 |
Total ReturnC,D | .55% | .60% | .30% | .13% | .10% | .17% |
Ratios to Average Net AssetsE | | | | | | |
Expenses before reductionsF | - %G | -% | -% | -% | -% | -% |
Expenses net of fee waivers, if anyF | - %G | -% | -% | -% | -% | -% |
Expenses net of all reductionsF | - %G | -% | -% | -% | -% | -% |
Net investment income (loss) | 1.09%G | .60% | .30% | .13% | .10% | .16% |
Supplemental Data | | | | | | |
Net assets, end of period (000 omitted) | $24,350,590 | $23,157,560 | $21,841,043 | $25,584,453 | $24,033,517 | $18,970,578 |
A Beginning September 19, 2016 the Fund began selling and redeeming class shares based upon the market-based value of the securities held rounded to the fourth decimal place; a "floating" net asset value.
B Amount represents less than $.0005 per share.
C Total returns for periods of less than one year are not annualized.
D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.
E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.
F Amount represents less than .005%.
G Annualized
See accompanying notes which are an integral part of the financial statements.
Notes to Financial Statements (Unaudited)
For the period ended November 30, 2017
1. Organization.
Fidelity Securities Lending Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.
2. Significant Accounting Policies.
The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investments Companies. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:
Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:
Level 1 – quoted prices in active markets for identical investments
Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)
Valuation techniques used to value the Fund's investments by major category are as follows:
Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds, U.S. government and government agency obligations, commercial paper, certificates of deposit and other short-term securities are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.
Short-term securities with remaining maturities of sixty days or less may be valued at amortized cost, which approximates fair value, and are categorized as Level 2 in the hierarchy.
Securities held by a money market fund are generally high quality and liquid; however, they are reflected as Level 2 because the inputs used to determine fair value are not quoted prices in an active market.
Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable.
Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.
Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.
Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.
Book-tax differences are primarily due to deferred trustees compensation and capital loss carryforwards.
As of period end, the cost and unrealized appreciation (depreciation) in securities for federal income tax purposes were as follows:
Gross unrealized appreciation | $235,921 |
Gross unrealized depreciation | (75,032) |
Net unrealized appreciation (depreciation) | $160,889 |
Tax cost | $23,370,968,686 |
Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of prior fiscal period end and is subject to adjustment.
Fiscal Year of Expiration | |
2018 | $(966,704) |
Repurchase Agreements. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the Fund along with other registered investment companies having management contracts with FMR, or other affiliated entities of FMR, are permitted to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements may be collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.
Reverse Repurchase Agreements. To enhance its yield, the Fund may enter into reverse repurchase transactions under master repurchase agreements whereby the Fund sells securities to a counterparty in return for cash and agrees to repurchase those securities at a future date and agreed upon price. During the period that reverse repurchase transactions are outstanding, the Fund identifies the securities as pledged in its records with an initial value at least equal to its principal obligation under the agreement. The cash proceeds received by the Fund may be invested in other securities. To the extent cash proceeds received from the counterparty exceed the value of the securities sold, the counterparty may request additional collateral from the Fund. If the counterparty defaults on its obligation, because of insolvency or other reasons, the Fund could experience delays and costs in recovering the securities sold. Information regarding securities sold under a reverse repurchase agreement, if any, is included at the end of the Fund's Schedule of Investments and the cash proceeds are recorded as a liability in the accompanying Statement of Assets and Liabilities. The Fund continues to receive interest and dividend payments on the securities sold during the term of the reverse repurchase agreement. During the period, the average principal balance of reverse repurchase transactions was $73,677,449 and the weighted average interest rate was .77% with payments included in the Statement of Operations as a component of interest expense. At period end, there were no reverse repurchase agreements outstanding.
3. Fees and Other Transactions with Affiliates.
Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (the investment adviser), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with the investment adviser, FMR pays the investment adviser a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain miscellaneous expenses such as proxy and shareholder meeting expenses.
Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act.
Other. During the period, the investment adviser reimbursed the Fund for certain losses in the amount of $1,261.
4. Expense Reductions.
FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $29,368.
5. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
At the end of the period, mutual funds managed by FMR or its affiliates were the owners of record of all of the outstanding shares of the Fund.
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2017 to November 30, 2017).
Actual Expenses
The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| Annualized Expense Ratio-A | Beginning Account Value June 1, 2017 | Ending Account Value November 30, 2017 | Expenses Paid During Period-B June 1, 2017 to November 30, 2017 |
Actual | .0008% | $1,000.00 | $1,005.50 | $--C |
Hypothetical-D | | $1,000.00 | $1,025.06 | $--C |
A Annualized expense ratio reflects expenses net of applicable fee waivers.
B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).
C Amount represents less than $.005.
D 5% return per year before expenses
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Securities Lending Cash Central Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Investments Money Management, Inc. (FIMM) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. FIMM and the sub-advisers are referred to herein as the Investment Advisers. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established four standing committees (Committees) — Operations, Audit, Fair Valuation, and Governance and Nominating — each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and considers, among other matters, information specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to review matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.
At its September 2017 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and the fact that no fee is payable under the management contract was fair and reasonable.
Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.
Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.
Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance. In this regard, the Board noted that the fund is designed to offer a liquid investment option for other Fidelity funds and accounts and ultimately to enhance the performance of those funds and accounts.
Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.
Competitiveness of Management Fee and Total Expense Ratio. The Board considered that while the fund does not pay a management fee, Fidelity Management & Research Company (FMR) pays FIMM a management fee for providing services to the fund and that FMR receives fees for providing services to funds that invest in the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the management fee received for providing services to the fund and the fund's total expense ratio were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.
Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of the funds that invest in this fund.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board also reviewed Fidelity's non-fund businesses and potential fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.
Economies of Scale. The Board concluded that because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities, economies of scale cannot be realized by the fund.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' advisory contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (iv) the arrangements with and compensation paid to certain fund sub-advisers on behalf of the Fidelity funds; (v) the terms of Fidelity's contractual and voluntary expense cap and waiver arrangements with the funds; (vi) the methodology with respect to competitive fund data and peer group classifications; (vii) Fidelity's transfer agent fee, expense, and service structures for different funds and classes relative to competitive trends, and the impact of the increased use of omnibus accounts; (viii) Fidelity's long-term expectations for its offerings in the workplace investing channel; (ix) new developments in the retail and institutional marketplaces and the competitive positioning of the funds relative to other investment products and services; (x) the approach to considering "fall-out" benefits; (xi) the impact of money market reform on Fidelity's money market funds, including with respect to costs and profitability; (xii) the funds' share class structures and distribution channels, including the impact of the Department of Labor's new fiduciary rule on the funds' distribution arrangements; and (xiii) explanations regarding the relative total expense ratios of certain funds and classes, total expense competitive trends and methodologies for total expense competitive comparisons, and actions that might be taken by Fidelity to reduce total expense ratios for certain classes. In addition, the Board considered its discussions with Fidelity throughout the year regarding enhanced information security initiatives and the funds' fair valuation policies.
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
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Fidelity® Tax-Free Cash Central Fund
Semi-Annual Report November 30, 2017 |
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Contents
To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.
You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.
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Other third-party marks appearing herein are the property of their respective owners.
All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.
A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.
Investment Summary (Unaudited)
Effective Maturity Diversification
Days | % of fund's investments 11/30/17 | % of fund's investments 5/31/17 | % of fund's investments 11/30/16 |
1 - 7 | 99.0 | 99.5 | 99.4 |
8 - 30 | 0.1 | 0.3 | 0.5 |
31 - 60 | 0.8 | 0.2 | 0.1 |
61 - 90 | 0.1 | 0.0 | 0.0 |
Effective maturity is determined in accordance with the requirements of Rule 2a-7 under the Investment Company Act of 1940.
Asset Allocation (% of fund's net assets)
As of November 30, 2017 |
| Variable Rate Demand Notes (VRDNs) | 78.9% |
| Tender Option Bond | 20.0% |
| Other Municipal Security | 1.1% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img336157001.jpg)
As of May 31, 2017 |
| Variable Rate Demand Notes (VRDNs) | 74.6% |
| Tender Option Bond | 22.3% |
| Other Municipal Security | 1.7% |
| Net Other Assets (Liabilities) | 1.4% |
![](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/img336157008.jpg)
Percentages shown as 0.0% may reflect amounts less than 0.05%.
Investments November 30, 2017 (Unaudited)
Showing Percentage of Net Assets
Variable Rate Demand Note - 78.9% | | | |
| | Principal Amount | Value |
Alabama - 2.7% | | | |
Columbia Indl. Dev. Board Poll. Cont. Rev. (Alabama Pwr. Co. Proj.) Series 2014 B, 1% 12/1/17, VRDN (a) | | $1,600,000 | $1,600,000 |
Mobile Indl. Dev. Board Poll. Cont. Rev. (Alabama Pwr. Co. Barry Plant Proj.) Series 2007 C, 1.08% 12/7/17, VRDN (a) | | 1,400,000 | 1,400,000 |
Mobile Indl. Dev. Board Solid Waste Disp. Rev. (Alabama Pwr. Co. Barry Plant Proj.) Second Series 2009, 1% 12/1/17, VRDN (a) | | 20,650,000 | 20,650,000 |
West Jefferson Indl. Dev. Series 2008, 1.08% 12/7/17, VRDN (a) | | 1,200,000 | 1,200,000 |
| | | 24,850,000 |
Alaska - 0.5% | | | |
Valdez Marine Term. Rev. (Phillips Trans. Alaska, Inc. Proj.): | | | |
Series 1994 B, 1.07% 12/7/17, VRDN (a) | | 2,800,000 | 2,800,000 |
Series 1994 C, 1.05% 12/7/17, VRDN (a) | | 1,500,000 | 1,500,000 |
| | | 4,300,000 |
Connecticut - 0.6% | | | |
Connecticut Gen. Oblig. Series 2016 C, 1.05% 12/7/17 (Liquidity Facility Bank of America NA), VRDN (a) | | 5,400,000 | 5,400,000 |
Delaware - 0.1% | | | |
Delaware Econ. Dev. Auth. Rev. (Delmarva Pwr. & Lt. Co. Proj.) Series 1993 C, 1.07% 12/7/17, VRDN (a) | | 500,000 | 500,000 |
District Of Columbia - 0.9% | | | |
District of Columbia Rev.: | | | |
(American Psychological Assoc. Proj.) Series 2003, 1.09% 12/1/17, LOC Bank of America NA, VRDN (a) | | 5,050,000 | 5,050,000 |
(Medlantic/Helix Proj.) Series 1998 A Tranche II, 0.94% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 2,770,000 | 2,770,000 |
| | | 7,820,000 |
Florida - 7.0% | | | |
Broward County Edl. Facilities Auth. Rev. (Nova Southeastern Univ. Proj.) Series 2008 A, 0.96% 12/1/17, LOC Bank of America NA, VRDN (a) | | 16,000,000 | 16,000,000 |
Dade County Indl. Dev. Auth. Poll. Cont. Rev. (Florida Pwr. & Lt. Co. Proj.) 1% 12/1/17, VRDN (a) | | 2,250,000 | 2,250,000 |
Jacksonville Poll. Cont. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 1995, 1% 12/1/17, VRDN (a) | | 4,200,000 | 4,200,000 |
Martin County Poll. Cont. Rev. (Florida Pwr. & Lt. Co. Proj.) Series 2000, 0.96% 12/1/17, VRDN (a) | | 37,000,000 | 37,000,000 |
Palm Beach County Rev. (Benjamin Private School Proj.) 1.04% 12/7/17, LOC Northern Trust Co., VRDN (a) | | 4,120,000 | 4,120,000 |
| | | 63,570,000 |
Georgia - 5.7% | | | |
Burke County Indl. Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Vogtle Proj.) Second Series 1995, 0.99% 12/1/17, VRDN (a) | | 9,650,000 | 9,650,000 |
Georgia Muni. Elec. Auth. Pwr. Rev.: | | | |
(Georgia Gen. Resolution Projs.) Series 1985 C, 0.94% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 9,700,000 | 9,700,000 |
(Proj. One) Series 2008 B, 0.95% 12/7/17, LOC Bank of Tokyo-Mitsubishi UFJ Ltd., VRDN (a) | | 25,380,000 | 25,380,000 |
Heard County Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Wansley Proj.) First Series 1997, 1% 12/1/17, VRDN (a) | | 6,000,000 | 6,000,000 |
Monroe County Dev. Auth. Poll. Cont. Rev. (Georgia Pwr. Co. Plant Scherer Proj.) Series 1997, 0.99% 12/1/17, VRDN (a) | | 1,800,000 | 1,800,000 |
| | | 52,530,000 |
Illinois - 3.3% | | | |
Illinois Fin. Auth. Rev.: | | | |
(Edward Hosp. Obligated Group Proj.) Series 2008 B2, 1% 12/7/17, LOC JPMorgan Chase Bank, VRDN (a) | | 13,100,000 | 13,100,000 |
(OSF Healthcare Sys. Proj.) Series 2009 C, 0.93% 12/7/17, LOC Wells Fargo Bank NA, VRDN (a) | | 4,625,000 | 4,625,000 |
Series 2011 B, 0.97% 12/7/17, LOC Sumitomo Mitsui Banking Corp., VRDN (a) | | 12,355,000 | 12,355,000 |
| | | 30,080,000 |
Indiana - 0.7% | | | |
Indiana Fin. Auth. Hosp. Rev. (Indiana Univ. HealthCare Proj.) Series 2011 B, 0.94% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 6,100,000 | 6,100,000 |
Lawrenceburg Poll. Cont. Rev. (Indiana Michigan Pwr. Co. Proj.): | | | |
Series H, 1.11% 12/7/17, VRDN (a) | | 300,000 | 300,000 |
Series I, 1.11% 12/7/17, VRDN (a) | | 400,000 | 400,000 |
| | | 6,800,000 |
Iowa - 0.1% | | | |
Iowa Higher Ed. Ln. Auth. Rev. (Des Moines Univ. Proj.) 0.97% 12/1/17, LOC BMO Harris Bank NA, VRDN (a) | | 1,010,000 | 1,010,000 |
Louisiana - 5.7% | | | |
Louisiana Pub. Facilities Auth. Rev.: | | | |
(Air Products & Chemicals, Inc. Proj.): | | | |
Series 2008 A, 0.97% 12/1/17, VRDN (a) | | 22,000,000 | 22,000,000 |
Series 2010, 0.98% 12/7/17, VRDN (a) | | 3,000,000 | 3,000,000 |
(Christus Health Proj.) Series 2008 B, 0.98% 12/7/17, VRDN (a) | | 13,650,000 | 13,650,000 |
Saint Charles Parish Poll. Cont. Rev. (Shell Oil Co. Proj.) Series 1992 B, 0.96% 12/1/17, VRDN (a) | | 10,500,000 | 10,500,000 |
Saint James Parish Gen. Oblig. (Nucor Steel Louisiana LLC Proj.): | | | |
Series 2010 A1, 1.08% 12/7/17, VRDN (a) | | 660,000 | 660,000 |
Series 2010 B1, 1.06% 12/7/17, VRDN (a) | | 2,600,000 | 2,600,000 |
| | | 52,410,000 |
Maryland - 0.1% | | | |
Montgomery County Hsg. Opportunities Commission Multi-family Hsg. Rev. Series 2004 C, 0.96% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 1,200,000 | 1,200,000 |
Massachusetts - 3.8% | | | |
Massachusetts Dept. of Trans. Metropolitan Hwy. Sys. Rev. Series 2010 A2, 0.94% 12/7/17, LOC Barclays Bank PLC, VRDN (a) | | 28,000,000 | 28,000,000 |
Massachusetts Health & Edl. Facilities Auth. Rev. (Partners HealthCare Sys., Inc. Proj.) Series 2005 F, 0.95% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 6,635,000 | 6,635,000 |
| | | 34,635,000 |
Michigan - 1.7% | | | |
Michigan Strategic Fund Ltd. Oblig. Rev. (Henry Ford Museum & Greenfield Village Proj.) Series 2002, 0.95% 12/1/17, LOC Comerica Bank, VRDN (a) | | 15,400,000 | 15,400,000 |
Mississippi - 9.5% | | | |
Jackson County Port Facilities Rev. (Chevron U.S.A., Inc. Proj.) Series 1993, 0.94% 12/1/17, VRDN (a) | | 4,005,000 | 4,005,000 |
Mississippi Bus. Fin. Corp.: | | | |
(Chevron U.S.A., Inc. Proj.): | | | |
Series 2007 A, 0.95% 12/1/17 (Chevron Corp. Guaranteed), VRDN (a) | | 3,000,000 | 3,000,000 |
Series 2007 D, 0.95% 12/1/17 (Chevron Corp. Guaranteed), VRDN (a) | | 43,200,000 | 43,200,000 |
Series 2011 E, 0.95% 12/1/17, VRDN (a) | | 11,000,000 | 11,000,000 |
Series 2011 B, 1.02% 12/1/17, VRDN (a) | | 20,035,000 | 20,035,000 |
Series 2011 G, 1.02% 12/1/17, VRDN (a) | | 5,600,000 | 5,600,000 |
| | | 86,840,000 |
Missouri - 1.6% | | | |
St. Joseph Indl. Dev. Auth. Health Facilities Rev. (Heartland Health Sys. Proj.) Series 2009 A, 0.95% 12/1/17, LOC U.S. Bank NA, Cincinnati, VRDN (a) | | 15,000,000 | 15,000,000 |
New York - 22.9% | | | |
New York City Gen. Oblig.: | | | |
Series 2008, 0.96% 12/4/17 (Liquidity Facility Barclays Bank PLC), VRDN (a) | | 8,265,000 | 8,265,000 |
Series 2012 D, 0.97% 12/1/17 (Liquidity Facility Bank of New York, New York), VRDN (a) | | 1,730,000 | 1,730,000 |
Series 2012 G6, 0.96% 12/1/17 (Liquidity Facility Mizuho Bank Ltd.), VRDN (a) | | 5,000,000 | 5,000,000 |
Series 2013 F3, 0.96% 12/1/17 (Liquidity Facility Bank of America NA), VRDN (a) | | 2,490,000 | 2,490,000 |
Series 2017 A-7, 0.99% 12/1/17 (Liquidity Facility Bank of The West San Francisco), VRDN (a) | | 25,395,000 | 25,395,000 |
New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev.: | | | |
Series 2001 F1, 0.97% 12/1/17 (Liquidity Facility Mizuho Corporate Bank Ltd.), VRDN (a) | | 12,265,000 | 12,265,000 |
Series 2009 BB1, 0.99% 12/1/17 (Liquidity Facility Landesbank Hessen-Thuringen), VRDN (a) | | 4,000,000 | 4,000,000 |
Series 2014 AA, 0.97% 12/1/17 (Liquidity Facility Mizuho Corporate Bank Ltd.), VRDN (a) | | 27,705,000 | 27,705,000 |
Series 2015 BB, 0.96% 12/1/17 (Liquidity Facility Mizuho Corporate Bank Ltd.), VRDN (a) | | 1,240,000 | 1,240,000 |
New York City Transitional Fin. Auth. Rev.: | | | |
Series 2003 A2, 0.96% 12/4/17 (Liquidity Facility Bank of Tokyo-Mitsubishi UFJ Ltd.), VRDN (a) | | 18,770,000 | 18,770,000 |
Series 2003 C1, 0.94% 12/1/17 (Liquidity Facility JPMorgan Chase Bank), VRDN (a) | | 1,400,000 | 1,400,000 |
Series 2010, 0.96% 12/4/17 (Liquidity Facility Barclays Bank PLC), VRDN (a) | | 5,855,000 | 5,855,000 |
Series 2013 C5, 0.97% 12/7/17 (Liquidity Facility Sumitomo Mitsui Banking Corp.), VRDN (a) | | 19,000,000 | 19,000,000 |
New York Dorm. Auth. Revs. (Northern Westchester Hosp. Assoc. Proj.) Series 2009, 0.95% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 4,400,000 | 4,400,000 |
New York Hsg. Fin. Agcy. Rev. (505 West 37th Street Proj.): | | | |
Series 2009 A, 0.99% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a) | | 20,100,000 | 20,100,000 |
Series 2009 B, 0.99% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a) | | 7,755,000 | 7,755,000 |
New York Metropolitan Trans. Auth. Rev. Series 2012 G2, 0.95% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 10,240,000 | 10,240,000 |
Triborough Bridge & Tunnel Auth. Revs.: | | | |
Series 2002 F, 0.97% 12/1/17, LOC Landesbank Hessen-Thuringen, VRDN (a) | | 31,865,000 | 31,865,000 |
Series 2005 A, 0.94% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 2,025,000 | 2,025,000 |
| | | 209,500,000 |
North Carolina - 0.3% | | | |
Charlotte-Mecklenburg Hosp. Auth. Health Care Sys. Rev. Series 2007 E, 0.95% 12/1/17, LOC TD Banknorth, NA, VRDN (a) | | 1,350,000 | 1,350,000 |
Parson County Indl. Facilities and Poll. Cont. Fing. Auth. (CertainTeed Gypsum NC, Inc. Proj.) Series 2010, 1.05% 12/7/17, LOC Cr. Industriel et Commercial, VRDN (a) | | 1,000,000 | 1,000,000 |
| | | 2,350,000 |
Pennsylvania - 0.0% | | | |
Lancaster Indl. Dev. Auth. Rev. (Mennonite Home Proj.) 1.06% 12/7/17, LOC Manufacturers & Traders Trust Co., VRDN (a) | | 395,000 | 395,000 |
Rhode Island - 0.8% | | | |
Rhode Island Health and Edl. Bldg. Corp. Higher Ed. Facility Rev. (Rhode Island School of Design Proj.) Series 2008 B, 0.94% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 6,905,000 | 6,905,000 |
Tennessee - 6.5% | | | |
Clarksville Pub. Bldg. Auth. Rev. (Tennessee Muni. Bond Fund Proj.): | | | |
Series 2005, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 20,605,000 | 20,605,000 |
Series 2008, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 12,180,000 | 12,180,000 |
Montgomery County Pub. Bldg. Auth. Pooled Fing. Rev.: | | | |
(Tennessee County Ln. Pool Prog.) Series 2004, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 16,285,000 | 16,285,000 |
Series 2008, 0.99% 12/1/17, LOC Bank of America NA, VRDN (a) | | 10,300,000 | 10,300,000 |
| | | 59,370,000 |
Texas - 2.2% | | | |
Port Arthur Navigation District Exempt Facilities (Var-Total Petrochemicals Proj.) Series 2009, 1.03% 12/7/17 (Total SA Guaranteed), VRDN (a) | | 300,000 | 300,000 |
Port Arthur Navigation District Indl. Dev. Corp. Exempt Facilities Rev.: | | | |
(Air Products Proj.): | | | |
Series 2010 A, 1.03% 12/7/17 (Total SA Guaranteed), VRDN (a) | | 3,000,000 | 3,000,000 |
Series 2012, 1.03% 12/7/17 (Total SA Guaranteed), VRDN (a) | | 6,300,000 | 6,300,000 |
(Total Petrochemicals & Refining U.S.A., Inc. Proj.) Series 2012 B, 1.03% 12/7/17 (Total SA Guaranteed), VRDN (a) | | 700,000 | 700,000 |
Tarrant County Cultural Ed. Facilities Fin. Corp. Hosp. Rev. (Methodist Hospitals of Dallas Proj.) Series 2008, 0.95% 12/1/17, LOC TD Banknorth, NA, VRDN (a) | | 9,865,000 | 9,865,000 |
| | | 20,165,000 |
Utah - 0.3% | | | |
Emery County Poll. Cont. Rev. (PacifiCorp Proj.) Series 1994, 0.93% 12/7/17, LOC Canadian Imperial Bank of Commerce, VRDN (a) | | 3,205,000 | 3,205,000 |
Vermont - 0.6% | | | |
Vermont Edl. & Health Bldg. Fin. Agcy. Rev. (Norwich Univ. Proj.) Series 2008, 0.94% 12/7/17, LOC TD Banknorth, NA, VRDN (a) | | 5,200,000 | 5,200,000 |
Washington - 0.0% | | | |
FHLMC Vancouver Hsg. Auth. Rev. Series 2008, 0.96% 12/7/17, LOC Freddie Mac, VRDN (a) | | 50,000 | 50,000 |
Wisconsin - 1.2% | | | |
Wisconsin Health & Edl. Facilities Auth. Rev. (Aurora Health Care, Inc. Proj.) Series 2012 B, 0.97% 12/1/17, LOC Bank of Montreal, VRDN (a) | | 1,400,000 | 1,400,000 |
Wisconsin Hsg. & Econ. Dev. Auth. Series 2017 D, 0.99% 12/7/17 (Liquidity Facility Royal Bank of Canada), VRDN (a) | | 10,000,000 | 10,000,000 |
| | | 11,400,000 |
Wyoming - 0.1% | | | |
Lincoln County Poll. Cont. Rev. (PacifiCorp Proj.) Series 1994, 1.08% 12/7/17, VRDN (a) | | 630,000 | 630,000 |
TOTAL VARIABLE RATE DEMAND NOTE | | | |
(Cost $721,515,000) | | | 721,515,000 |
|
Tender Option Bond - 20.0% | | | |
Arizona - 0.1% | | | |
Mesa Util. Sys. Rev. Bonds Series Solar 17 0026, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 300,000 | 300,000 |
Rowan Univ. Participating VRDN Series 2016 XF 2337, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 500,000 | 500,000 |
| | | 800,000 |
California - 0.1% | | | |
Dignity Health Participating VRDN Series 17 04, SIFMA Municipal Swap Index + 0.160% 1.13% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(b)(c)(d) | | 600,000 | 600,000 |
Colorado - 3.2% | | | |
Children's Hosp. Assoc., Co. Participating VRDN Series Floaters XF 23 05, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 200,000 | 200,000 |
Colorado Health Facilities Auth. Rev. Participating VRDN: | | | |
Series Floaters XF 22 41, 1.12% 12/7/17 (Liquidity Facility Citibank NA) (a)(b) | | 200,000 | 200,000 |
Series ZF 04 17, 1.12% 12/7/17 (Liquidity Facility JPMorgan Chase Bank) (a)(b) | | 295,000 | 295,000 |
Colorado Reg'l. Trans. District Sales Tax Rev. Participating VRDN Series Floaters 16 XF1031, 1.02% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 1,200,000 | 1,200,000 |
Colorado Univ. Co. Hosp. Auth. Rev. Participating VRDN Series EGL 17 0002, 1.01% 12/7/17 (Liquidity Facility Citibank NA) (a)(b) | | 1,500,000 | 1,500,000 |
Denver City & County Arpt. Rev. Participating VRDN Series Floaters XF 10 36, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 200,000 | 200,000 |
JPMorgan Chase Participating VRDN Series 5008, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(b) | | 25,300,000 | 25,300,000 |
| | | 28,895,000 |
Connecticut - 0.1% | | | |
Connecticut Gen. Oblig. Participating VRDN Series Floaters 014, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(b)(e) | | 1,000,000 | 1,000,000 |
District Of Columbia - 0.4% | | | |
Children's Nat'l. Med. Ctr., Participating VRDN Series 2015 XF 1047, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 400,000 | 400,000 |
District of Columbia Gen. Oblig. Bonds Series 2016 23, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 2,760,000 | 2,760,000 |
District of Columbia Income Tax Rev. Participating VRDN Series XF 23 41, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 300,000 | 300,000 |
| | | 3,460,000 |
Florida - 0.2% | | | |
Eclipse Fdg. Trust Various States Bonds Series Solar 2017 37, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 200,000 | 200,000 |
Florida Dept. of Trans. Tpk. Rev. Bonds Series Solar 17 02, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 900,000 | 900,000 |
Miami-Dade County Aviation Rev. Participating VRDN Series XG 00 65 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 500,000 | 500,000 |
Miami-Dade County Expressway Auth. Participating VRDN Series XG 00 99, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 400,000 | 400,000 |
| | | 2,000,000 |
Georgia - 0.2% | | | |
Heard County Dev. Auth. Poll. Cont. Rev. Participating VRDN Series Floaters E 105, 1.02% 12/7/17 (Liquidity Facility Royal Bank of Canada) (a)(b) | | 1,100,000 | 1,100,000 |
Metropolitan Atlanta Rapid Transit Auth. Sales Tax Rev. Bonds Series Solar 0047, SIFMA Municipal Swap Index + 0.150% 1.12%, tender 2/15/18 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 500,000 | 499,900 |
| | | 1,599,900 |
Hawaii - 0.1% | | | |
Hawaii Gen. Oblig. Bonds Series Solar 17 0031, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 295,000 | 295,000 |
Honolulu City & County Gen. Oblig. Participating VRDN Series 2016, SIFMA Municipal Swap Index + 0.050% 1% 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 395,000 | 395,000 |
| | | 690,000 |
Illinois - 2.8% | | | |
Chicago Transit Auth. Participating VRDN Series Floaters XM 04 50, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 700,000 | 700,000 |
City of Chicago Gen. Oblig. Bonds Participating VRDN Series XF 23 42, 1.12% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 100,000 | 100,000 |
Illinois Gen. Oblig. Participating VRDN Series Floaters E97, 1.03% 12/7/17 (Liquidity Facility Royal Bank of Canada) (a)(b) | | 2,100,000 | 2,100,000 |
Illinois Sales Tax Rev. Participating VRDN Series XF 24 06, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 200,000 | 200,000 |
Southwestern Ill Dev. Auth. Heal Participating VRDN Series Putters 5014, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(b) | | 22,000,000 | 22,000,000 |
The County of Cook Participating VRDN Series XF 23 13, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 300,000 | 300,000 |
Will Cnty. Gen. Oblig. Participating VRDN Series Floaters ZF 05 11, 1.03% 12/7/17 (Liquidity Facility Toronto-Dominion Bank) (a)(b) | | 500,000 | 500,000 |
| | | 25,900,000 |
Indiana - 0.1% | | | |
Hamilton County HealthCare Facilities Rev. Participating VRDN Series XF 10 26, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 650,000 | 650,000 |
Kansas - 0.0% | | | |
Univ. of Kansas Hosp. Auth. Health Facilities Rev. Participating VRDN Series XF 10 51, 1.02% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 300,000 | 300,000 |
Kentucky - 0.0% | | | |
Kentucky Econ. Dev. Fin. Auth. Hosp. Rev. Participating VRDN Series Floaters XG 01 23, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 300,000 | 300,000 |
Louisiana - 0.4% | | | |
Louisiana Gas & Fuel Tax Rev. Participating VRDN Series EGL 14 0049, 1.02% 12/7/17 (Liquidity Facility Citibank NA) (a)(b) | | 3,500,000 | 3,500,000 |
Louisiana Local Govt. Envir. Facilities Participating VRDN Series 2016 XF 2336, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 600,000 | 600,000 |
| | | 4,100,000 |
Maryland - 0.1% | | | |
Maryland Health & Higher Ed. Facilities Auth. Rev. Participating VRDN Series XF 10 21, 1.05% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 700,000 | 700,000 |
Massachusetts - 2.4% | | | |
Massachusetts Gen. Oblig. Bonds: | | | |
Series Clipper 09 67, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(b)(c) | | 4,200,000 | 4,200,000 |
Series Clipper 09 69, SIFMA Municipal Swap Index + 0.200% 1.15%, tender 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(b)(c)(d) | | 904,000 | 903,955 |
Massachusetts Health & Edl. Facilities Auth. Rev. Participating VRDN Series Floaters 015, 0.97% 12/1/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 16,600,000 | 16,600,000 |
| | | 21,703,955 |
Michigan - 3.7% | | | |
Eastern Michigan Univ. Revs. Participating VRDN Series Floaters 17 012, 1.02% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 1,700,000 | 1,700,000 |
JPMorgan Chase Participating VRDN Series Putters 5009, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(b) | | 32,220,000 | 32,220,000 |
| | | 33,920,000 |
Missouri - 0.2% | | | |
Missouri St Hefa Edl. Facilities Rev. Participating VRDN Series Floaters 17 010, 1.02% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 1,500,000 | 1,500,000 |
Montana - 0.3% | | | |
Missoula Mont Wtr. Sys. Rev. Participating VRDN Series Floaters 011, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(b)(e) | | 2,300,000 | 2,300,000 |
Nebraska - 0.1% | | | |
Omaha Pub. Pwr. District Elec. Rev. Participating VRDN Series 16 XF1053, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 1,300,000 | 1,300,000 |
New Jersey - 0.1% | | | |
New Jersey St. Trans. Trust Fund Auth. Participating VRDN Series Floaters 16 XF1059, 1.14% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 300,000 | 300,000 |
Union County Impt. Auth. Participating VRDN Series XF 10 19, 1.02% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 300,000 | 300,000 |
Union County Impt. Auth. Rev. Participating VRDN Series XG 00 57, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 700,000 | 700,000 |
| | | 1,300,000 |
North Carolina - 0.0% | | | |
Greensboro Combined Enterprise Sys. Rev. Bonds Series Solar 0045, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 200,000 | 200,000 |
Ohio - 0.1% | | | |
Hamilton County HealthCare Facilities Rev. Participating VRDN Series XF 10 50, 1.03% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 100,000 | 100,000 |
Middletown Hosp. Facilities Rev. Participating VRDN Series Floaters 00 31 44, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(b)(e) | | 495,000 | 495,000 |
Ohio Higher Edl. Facility Commission Rev. Participating VRDN Series 2017, 1.15% 1/11/18 (Liquidity Facility Barclays Bank PLC) (a)(b)(e) | | 300,000 | 300,000 |
| | | 895,000 |
Oklahoma - 0.1% | | | |
Oklahoma City Pub. Property Auth. Hotel Tax Rev. Participating VRDN Series Floaters XM 05 59, 1.03% 12/7/17 (Liquidity Facility Citibank NA) (a)(b) | | 600,000 | 600,000 |
Oklahoma St Wtr. Resources Board Rev. Fund Participating VRDN Series 2016, SIFMA Municipal Swap Index + 0.050% 1% 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 400,000 | 400,000 |
| | | 1,000,000 |
Oregon - 0.0% | | | |
Clackamas County School District #7J Bonds Series Solar 0053, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 400,000 | 400,000 |
Pennsylvania - 2.0% | | | |
Allegheny County Hosp. Dev. Auth. Rev. Participating VRDN Series Putters 5011, 0.98% 12/1/17 (Liquidity Facility JPMorgan Chase Bank) (a)(b) | | 18,000,000 | 18,000,000 |
South Carolina - 0.6% | | | |
Columbia Wtrwks. & Swr. Rev. Bonds Series 2016 21, SIFMA Municipal Swap Index + 0.050% 1.02%, tender 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 400,000 | 400,000 |
Lexington County Health Svcs. District, Inc. Hosp. Rev. Participating VRDN Series Floaters XF 23 68 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 1,495,000 | 1,495,000 |
South Carolina Pub. Svc. Auth. Rev. Participating VRDN: | | | |
Series 2017 XF 2425, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 2,575,000 | 2,575,000 |
Series Floaters XG 01 49, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 600,000 | 600,000 |
| | | 5,070,000 |
Texas - 0.0% | | | |
Cypress-Fairbanks Independent School District Participating VRDN Series 2016 7, SIFMA Municipal Swap Index + 0.050% 1% 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 300,000 | 300,000 |
Utah - 0.1% | | | |
Riverton Hosp. Rev. Participating VRDN Series RBC ZF 0274, 1.02% 12/7/17 (Liquidity Facility Royal Bank of Canada) (a)(b) | | 600,000 | 600,000 |
Vermont - 0.3% | | | |
Vermont Edl. and Health Buildings Fing. Agcy. Participating VRDN Series XF 23 61, 1.01% 12/7/17 (Liquidity Facility Barclays Bank PLC) (a)(b) | | 2,850,000 | 2,850,000 |
Virginia - 0.3% | | | |
Suffolk Econ. Dev. Auth. Hosp. Facilities Rev. Participating VRDN Series EGL 17 0005, 1.01% 12/7/17 (Liquidity Facility Citibank NA) (a)(b) | | 2,075,000 | 2,075,000 |
Virginia Gen. Oblig. Participating VRDN Series 2016 11, SIFMA Municipal Swap Index + 0.050% 1% 12/7/17 (Liquidity Facility U.S. Bank NA, Cincinnati) (a)(b)(c) | | 280,000 | 280,000 |
| | | 2,355,000 |
Washington - 1.7% | | | |
King County Swr. Rev. Participating VRDN Series EGL 14 0047, 1.01% 12/7/17 (Liquidity Facility Citibank NA) (a)(b) | | 15,775,000 | 15,775,000 |
Wisconsin - 0.2% | | | |
Wisconsin Gen. Oblig. Participating VRDN: | | | |
Series Clipper 09 36, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(b)(c)(d) | | 900,000 | 900,000 |
Series Clipper 09 53, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) (a)(b)(c)(d) | | 700,000 | 700,000 |
Wisconsin Health & Edl. Facilities Participating VRDN Series Floaters XG 00 72, 1.04% 12/7/17 (Liquidity Facility Deutsche Bank AG New York Branch) (a)(b) | | 300,000 | 300,000 |
| | | 1,900,000 |
TOTAL TENDER OPTION BOND | | | |
(Cost $182,364,000) | | | 182,363,855 |
|
Other Municipal Security - 1.1% | | | |
Georgia - 0.5% | | | |
Main Street Natural Gas, Inc. Georgia Gas Proj. Rev. Bonds: | | | |
Series 2010 A1, SIFMA Municipal Swap Index + 0.100% 1.07%, tender 2/1/18 (Liquidity Facility Royal Bank of Canada) (a)(c) | | 1,195,000 | 1,195,000 |
Series 2010 A2, SIFMA Municipal Swap Index + 0.100% 1.07%, tender 2/1/18 (Liquidity Facility Royal Bank of Canada) (a)(c) | | 3,280,000 | 3,280,000 |
| | | 4,475,000 |
Kentucky - 0.1% | | | |
Jefferson County Poll. Cont. Rev. Bonds Series 01A, 1.16% tender 1/10/18, CP mode | | 600,000 | 599,958 |
Massachusetts - 0.3% | | | |
Massachusetts Indl. Fin. Agcy. Poll. Cont. Rev. Bonds (New England Pwr. Co. Proj.): | | | |
Series 1992, 1.05% tender 1/3/18, CP mode | | 2,100,000 | 2,099,853 |
Series 1993 A, 1.03% tender 12/1/17, CP mode | | 600,000 | 600,000 |
| | | 2,699,853 |
New Hampshire - 0.2% | | | |
New Hampshire Bus. Fin. Auth. Poll. Cont. Rev. Bonds: | | | |
(New England Pwr. Co. Proj.) Series 1990 B, 1.05% tender 12/4/17, CP mode | | 1,200,000 | 1,200,000 |
Series 1990 B, 1.15% tender 12/19/17, CP mode | | 800,000 | 799,968 |
| | | 1,999,968 |
TOTAL OTHER MUNICIPAL SECURITY | | | |
(Cost $9,775,000) | | | 9,774,779 |
TOTAL INVESTMENT IN SECURITIES - 100.0% | | | |
(Cost $913,654,000) | | | 913,653,634 |
NET OTHER ASSETS (LIABILITIES) - 0.0% | | | 245,732 |
NET ASSETS - 100% | | | $913,899,366 |
Security Type Abbreviations
CP – COMMERCIAL PAPER
VRDN – VARIABLE RATE DEMAND NOTE (A debt instrument that is payable upon demand, either daily, weekly or monthly)
The date shown for securities represents the date when principal payments must be paid, taking into account any call options exercised by the issuer and any permissible maturity shortening features other than interest rate resets.
Legend
(a) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.
(b) Provides evidence of ownership in one or more underlying municipal bonds.
(c) Coupon is indexed to a floating interest rate which may be multiplied by a specified factor and/or subject to caps or floors.
(d) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $3,103,955 or 0.3% of net assets.
(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $4,095,000 or 0.4% of net assets.
Additional information on each restricted holding is as follows:
Security | Acquisition Date | Cost |
Dignity Health Participating VRDN Series 17 04, SIFMA Municipal Swap Index + 0.160% 1.13% 1/11/18 (Liquidity Facility Barclays Bank PLC) | 10/5/17 | $600,000 |
Massachusetts Gen. Oblig. Bonds Series Clipper 09 69, SIFMA Municipal Swap Index + 0.200% 1.15%, tender 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) | 9/28/16 | $904,000 |
Wisconsin Gen. Oblig. Participating VRDN Series Clipper 09 36, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) | 9/15/16 - 6/1/17 | $900,000 |
Wisconsin Gen. Oblig. Participating VRDN Series Clipper 09 53, SIFMA Municipal Swap Index + 0.200% 1.15% 12/7/17 (Liquidity Facility State Street Bank & Trust Co., Boston) | 9/12/16 | $700,000 |
Investment Valuation
All investments are categorized as Level 2 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.
See accompanying notes which are an integral part of the financial statements.
Financial Statements
Statement of Assets and Liabilities
| | November 30, 2017 (Unaudited) |
Assets | | |
Investment in securities, at value — See accompanying schedule: Unaffiliated issuers (cost $913,654,000) | | $913,653,634 |
Cash | | 1,343 |
Interest receivable | | 1,003,686 |
Other receivables | | 516 |
Total assets | | 914,659,179 |
Liabilities | | |
Distributions payable | $756,975 | |
Other payables and accrued expenses | 2,838 | |
Total liabilities | | 759,813 |
Net Assets | | $913,899,366 |
Net Assets consist of: | | |
Paid in capital | | $913,903,195 |
Undistributed net investment income | | 23 |
Accumulated undistributed net realized gain (loss) on investments | | (3,486) |
Net unrealized appreciation (depreciation) on investments | | (366) |
Net Assets, for 913,837,161 shares outstanding | | $913,899,366 |
Net Asset Value, offering price and redemption price per share ($913,899,366 ÷ 913,837,161 shares) | | $1.0001 |
See accompanying notes which are an integral part of the financial statements.
Statement of Operations
| | Six months ended November 30, 2017 (Unaudited) |
Investment Income | | |
Interest | | $3,364,726 |
Expenses | | |
Custodian fees and expenses | $5,974 | |
Independent trustees' fees and expenses | 1,344 | |
Total expenses before reductions | 7,318 | |
Expense reductions | (4,282) | 3,036 |
Net investment income (loss) | | 3,361,690 |
Realized and Unrealized Gain (Loss) | | |
Net realized gain (loss) on: | | |
Investment securities: | | |
Unaffiliated issuers | 5,960 | |
Total net realized gain (loss) | | 5,960 |
Change in net unrealized appreciation (depreciation) on investment securities | | (581) |
Net increase in net assets resulting from operations | | $3,367,069 |
See accompanying notes which are an integral part of the financial statements.
Statement of Changes in Net Assets
| Six months ended November 30, 2017 (Unaudited) | Year ended May 31, 2017 |
Increase (Decrease) in Net Assets | | |
Operations | | |
Net investment income (loss) | $3,361,690 | $5,212,371 |
Net realized gain (loss) | 5,960 | 2,349 |
Change in net unrealized appreciation (depreciation) | (581) | 215 |
Net increase in net assets resulting from operations | 3,367,069 | 5,214,935 |
Distributions to shareholders from net investment income | (3,361,667) | (5,212,371) |
Distributions to shareholders from net realized gain | (9,595) | – |
Total distributions | (3,371,262) | (5,212,371) |
Affiliated share transactions | | |
Proceeds from sales of shares | 3,830,326,000 | 4,929,302,000 |
Cost of shares redeemed | (3,673,015,120) | (5,598,442,000) |
Net increase (decrease) in net assets and shares resulting from share transactions | 157,310,880 | (669,140,000) |
Total increase (decrease) in net assets | 157,306,687 | (669,137,436) |
Net Assets | | |
Beginning of period | 756,592,679 | 1,425,730,115 |
End of period | $913,899,366 | $756,592,679 |
Other Information | | |
Undistributed net investment income end of period | $23 | $– |
Shares | | |
Sold | 3,829,943,006 | 4,929,110,095 |
Redeemed | (3,672,647,856) | (5,598,274,757) |
Net increase (decrease) | 157,295,150 | (669,164,662) |
See accompanying notes which are an integral part of the financial statements.
Financial Highlights
Fidelity Tax-Free Cash Central Fund
| Six months ended (Unaudited) November 30, | Years ended May 31, | | | | |
| 2017 | 2017 A | 2016 | 2015 | 2014 | 2013 |
Selected Per–Share Data | | | | | | |
Net asset value, beginning of period | $1.0001 | $1.0000 | $1.00 | $1.00 | $1.00 | $1.00 |
Income from Investment Operations | | | | | | |
Net investment income (loss) | .0043 | .0064 | .001 | –B | .001 | .002 |
Net realized and unrealized gain (loss)B | – | .0001 | – | – | – | – |
Total from investment operations | .0043 | .0065 | .001 | –B | .001 | .002 |
Distributions from net investment income | (.0043) | (.0064) | (.001) | –B | (.001) | (.002) |
Distributions from net realized gain | –B | – | –B | –B | – | – |
Total distributions | (.0043) | (.0064) | (.001) | –B | (.001) | (.002) |
Net asset value, end of period | $1.0001 | $1.0001 | $1.00 | $1.00 | $1.00 | $1.00 |
Total ReturnC,D | .43% | .65% | .12% | .05% | .06% | .15% |
Ratios to Average Net AssetsE | | | | | | |
Expenses before reductionsF | - %G | -% | -% | -% | -% | -% |
Expenses net of fee waivers, if anyF | - %G | -% | -% | -% | -% | -% |
Expenses net of all reductionsF | - %G | -% | -% | -% | -% | -% |
Net investment income (loss) | .86%G | .61% | .09% | .04% | .06% | .15% |
Supplemental Data | | | | | | |
Net assets, end of period (000 omitted) | $913,899 | $756,593 | $1,425,730 | $921,463 | $955,734 | $1,017,680 |
A Beginning September 12, 2016 the Fund began selling and redeeming class shares based upon the market-based value of the securities held rounded to the fourth decimal place; a "floating" net asset value.
B Amount represents less than $.00005 or $.0005 per share.
C Total returns for periods of less than one year are not annualized.
D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.
E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed or waived or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements, waivers or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement and waivers but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.
F Amount represents less than .005%.
G Annualized
See accompanying notes which are an integral part of the financial statements.
Notes to Financial Statements (Unaudited)
For the period ended November 30, 2017
1. Organization.
Fidelity Tax-Free Cash Central Fund (the Fund) is a fund of Fidelity Revere Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.
2. Significant Accounting Policies.
The Fund is an investment company and applies the accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investments Companies. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:
Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.
The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:
Level 1 – quoted prices in active markets for identical investments
Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)
Level 3 – unobservable inputs (including the Fund's own assumptions based on the best information available)
Valuation techniques used to value the Fund's investments by major category are as follows:
Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Municipal securities and other short-term securities are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.
Securities held by a money market fund are generally high quality and liquid; however, they are reflected as Level 2 because the inputs used to determine fair value are not quoted prices in an active market.
Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable.
Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.
Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction.
Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.
Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.
The Fund purchases municipal securities whose interest, in the opinion of the issuer, is free from federal income tax. There is no assurance that the IRS will agree with this opinion. In the event the IRS determines that the issuer does not comply with relevant tax requirements, interest payments from a security could become federally taxable, possibly retroactively to the date the security was issued.
As of period end, the cost and unrealized appreciation (depreciation) in securities for federal income tax purposes were as follows:
Gross unrealized appreciation | $– |
Gross unrealized depreciation | (366) |
Net unrealized appreciation (depreciation) | $(366) |
Tax cost | $913,654,000 |
Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.
3. Fees and Other Transactions with Affiliates.
Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (the investment adviser), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with the investment adviser, FMR pays the investment adviser a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain miscellaneous expenses such as proxy and shareholder meeting expenses.
Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act.
4. Expense Reductions.
FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $876.
In addition, through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $3,406.
5. Other.
The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.
At the end of the period, mutual funds managed by FMR or its affiliates were the owners of record of all of the outstanding shares of the Fund.
Shareholder Expense Example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2017 to November 30, 2017).
Actual Expenses
The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| Annualized Expense Ratio-A | Beginning Account Value June 1, 2017 | Ending Account Value November 30, 2017 | Expenses Paid During Period-B June 1, 2017 to November 30, 2017 |
Actual | .0017% | $1,000.00 | $1,004.30 | $.01 |
Hypothetical-C | | $1,000.00 | $1,025.06 | $.01 |
A Annualized expense ratio reflects expenses net of applicable fee waivers.
B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).
C 5% return per year before expenses
Board Approval of Investment Advisory Contracts and Management Fees
Fidelity Tax-Free Cash Central Fund
Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Investments Money Management, Inc. (FIMM) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. FIMM and the sub-advisers are referred to herein as the Investment Advisers. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.
The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established four standing committees (Committees) — Operations, Audit, Fair Valuation, and Governance and Nominating — each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and considers, among other matters, information specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to review matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.
At its September 2017 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and the fact that no fee is payable under the management contract was fair and reasonable.
Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.
Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.
Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.
Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance. In this regard, the Board noted that the fund is designed to offer a liquid investment option for other Fidelity funds and accounts and ultimately to enhance the performance of those funds and accounts.
Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.
Competitiveness of Management Fee and Total Expense Ratio. The Board considered that while the fund does not pay a management fee, Fidelity Management & Research Company (FMR) pays FIMM a management fee for providing services to the fund and that FMR receives fees for providing services to funds that invest in the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the management fee received for providing services to the fund and the fund's total expense ratio were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.
Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of the funds that invest in this fund.
PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.
The Board also reviewed Fidelity's non-fund businesses and potential fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.
The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.
Economies of Scale. The Board concluded that because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities, economies of scale cannot be realized by the fund.
Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' advisory contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (iv) the arrangements with and compensation paid to certain fund sub-advisers on behalf of the Fidelity funds; (v) the terms of Fidelity's contractual and voluntary expense cap and waiver arrangements with the funds; (vi) the methodology with respect to competitive fund data and peer group classifications; (vii) Fidelity's transfer agent fee, expense, and service structures for different funds and classes relative to competitive trends, and the impact of the increased use of omnibus accounts; (viii) Fidelity's long-term expectations for its offerings in the workplace investing channel; (ix) new developments in the retail and institutional marketplaces and the competitive positioning of the funds relative to other investment products and services; (x) the approach to considering "fall-out" benefits; (xi) the impact of money market reform on Fidelity's money market funds, including with respect to costs and profitability; (xii) the funds' share class structures and distribution channels, including the impact of the Department of Labor's new fiduciary rule on the funds' distribution arrangements; and (xiii) explanations regarding the relative total expense ratios of certain funds and classes, total expense competitive trends and methodologies for total expense competitive comparisons, and actions that might be taken by Fidelity to reduce total expense ratios for certain classes. In addition, the Board considered its discussions with Fidelity throughout the year regarding enhanced information security initiatives and the funds' fair valuation policies.
Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.
![Fidelity Investments](https://capedge.com/proxy/N-CSRS/0001379491-18-000209/fi_logo.jpg)
Corporate Headquarters
245 Summer St.
Boston, MA 02210
www.fidelity.com
TFC-SANN-0118
1.810806.113
Item 2.
Code of Ethics
Not applicable.
Item 3.
Audit Committee Financial Expert
Not applicable.
Item 4.
Principal Accountant Fees and Services
Not applicable.
Item 5.
Audit Committee of Listed Registrants
Not applicable.
Item 6.
Investments
(a)
Not applicable.
(b)
Not applicable
Item 7.
Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not applicable.
Item 8.
Portfolio Managers of Closed-End Management Investment Companies
Not applicable.
Item 9.
Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not applicable.
Item 10.
Submission of Matters to a Vote of Security Holders
There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Revere Street Trust’s Board of Trustees.
Item 11.
Controls and Procedures
(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Revere Street Trust’s (the “Trust”) disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable
assurances that material information relating to the Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.
(a)(ii) There was no change in the Trust’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting.
Item 12.
Exhibits
| | |
(a) | (1) | Not applicable. |
(a) | (2) | Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT. |
(a) | (3) | Not applicable. |
(b) |
| Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Fidelity Revere Street Trust
| |
By: | /s/Stephanie J. Dorsey |
| Stephanie J. Dorsey |
| President and Treasurer |
|
|
Date: | January 23, 2018 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| |
By: | /s/Stephanie J. Dorsey |
| Stephanie J. Dorsey |
| President and Treasurer |
|
|
Date: | January 23, 2018 |
| |
By: | /s/Howard J. Galligan III |
| Howard J. Galligan III |
| Chief Financial Officer |
|
|
Date: | January 23, 2018 |