UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORMN-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number811-09913
AIM Counselor Series Trust (Invesco Counselor Series Trust)
(Exact name of registrant as specified in charter)
11 Greenway Plaza, Suite 1000 Houston, Texas 77046
(Address of principal executive offices) (Zip code)
Sheri Morris
11 Greenway Plaza, Suite 1000
Houston, Texas 77046
(Name and address of agent for service)
Registrant’s telephone number, including area code:(713)626-1919
Date of fiscal year end:April 30
Date of reporting period:10/31/2019
Item 1. | Reports to Stockholders. |
| | |
 | | Semiannual Report 10/31/2019 |
| | Invesco Oppenheimer Real Estate Fund* Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on the Fund’s website, and you will be notified by mail each time a report is posted and provided with a website link to access the report. If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by enrolling at invesco. com/edelivery. You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 800 959 4246 to let the Fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held with your financial intermediary or all funds held with the fund complex if you invest directly with the Fund. *Prior to the close of business on May 24, 2019, the Fund’s name was Oppenheimer Real Estate Fund. See Important Update on the following page for more information. |
Important Update
On October 18, 2018, Massachusetts Mutual Life Insurance Company, an indirect corporate parent of OppenheimerFunds, Inc. and its subsidiaries OFI Global Asset Management, Inc., OFI SteelPath, Inc. and OFI Advisors, LLC, announced that it had entered into an agreement whereby Invesco Ltd., a global investment management company would acquire OppenheimerFunds and its subsidiaries (together, “OppenheimerFunds”). After the close of business on May 24, 2019 Invesco Ltd. completed the acquisition of OppenheimerFunds. This Fund was included in that acquisition and as of that date, became part of the Invesco family of funds. Please visit invesco.com for more information or call Invesco’s Client Services team at800-959-4246.
Table of Contents
Class A Shares
AVERAGE ANNUAL TOTAL RETURNS AT 10/31/19
| | | | | | | | | | | | |
| | Class A Shares of the Fund | | | | |
| | Without Sales Charge | | | With Sales Charge | | | FTSE NAREIT Equity REITs Index | |
6-Month | | | 10.46% | | | | 4.36% | | | | 10.89% | |
1-Year | | | 24.30 | | | | 17.46 | | | | 23.70 | |
5-Year | | | 7.42 | | | | 6.20 | | | | 8.48 | |
10-Year | | | 12.87 | | | | 12.23 | | | | 13.71 | |
Performance quoted is past performance and cannot guarantee comparable future results; current performance may be lower or higher. Visit invesco.com for the most recentmonth-end performance. Performance figures reflect reinvested distributions and changes in net asset value (NAV). Investment return and principal value will vary so that you may have a gain or a loss when you sell shares. Fund returns include changes in share price, reinvested distributions and a 5.50% maximum applicable sales charge except where “without sales charge” is indicated. Returns for periods of less than one year are cumulative and not annualized. As the result of a reorganization after the close of business on May 24, 2019, the returns of the Fund for periods on or prior to May 24, 2019 reflect performance of the Oppenheimer predecessor fund. Share class returns will differ from those of the predecessor fund because they have different expenses. Returns do not consider capital gains or income taxes on an individual’s investment. See Fund prospectus and summary prospectus for more information on share classes, sales charges and new fee agreements, if any. Fund literature is available at invesco.com.
3 INVESCO OPPENHEIMER REAL ESTATE FUND
Top Holdings and Allocations
TOP TEN COMMON STOCK HOLDINGS
| | | | |
Equinix, Inc. | | | 8.1% | |
Equity Residential | | | 7.1 | |
Prologis, Inc. | | | 6.2 | |
Mid-America Apartment Communities, Inc. | | | 6.1 | |
Welltower, Inc. | | | 5.7 | |
AvalonBay Communities, Inc. | | | 4.6 | |
Boston Properties, Inc. | | | 4.2 | |
Kilroy Realty Corp. | | | 4.1 | |
STORE Capital Corp. | | | 3.9 | |
Invitation Homes, Inc. | | | 3.6 | |
Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on net assets.
SECTOR ALLOCATION
| | | | |
Residential REITs | | | 26.0% | |
Specialized REITs | | | 17.7 | |
Retail REITs | | | 12.7 | |
Industrial REITs | | | 12.2 | |
Health Care REITs | | | 12.2 | |
Office REITs | | | 11.3 | |
Diversified REITs | | | 5.2 | |
Hotel & Resort REITs | | | 2.1 | |
Investment Company | | | 0.6 | |
Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on market value of total investments.
For more current Fund holdings, please visit invesco.com.
4 INVESCO OPPENHEIMER REAL ESTATE FUND
Share Class Performance
AVERAGE ANNUAL TOTAL RETURNS WITHOUT SALES CHARGE AS OF 10/31/19
| | | | | | | | | | |
| | Inception Date | | 6-Month | | 1-Year | | 5-Year | | 10-Year |
Class A (OREAX) | | 3/4/02 | | 10.46% | | 24.30% | | 7.42% | | 12.87% |
Class C (ORECX) | | 10/1/03 | | 10.03 | | 23.36 | | 6.61 | | 12.02 |
Class R (ORENX) | | 10/1/03 | | 10.29 | | 24.00 | | 7.14 | | 12.58 |
Class Y (OREYX) | | 10/1/03 | | 10.54 | | 24.57 | | 7.68 | | 13.19 |
Class R51 (IOREX) | | 5/24/19 | | 10.64 | | 24.51 | | 7.45 | | 12.89 |
Class R62(OREIX) | | 8/28/12 | | 10.62 | | 24.79 | | 7.87 | | 9.523 |
AVERAGE ANNUAL TOTAL RETURNS WITH SALES CHARGE AS OF 10/31/19
| | | | | | | | | | |
| | Inception Date | | 6-Month | | 1-Year | | 5-Year | | 10-Year |
Class A (OREAX) | | 3/4/02 | | 4.36% | | 17.46% | | 6.20% | | 12.23% |
Class C (ORECX) | | 10/1/03 | | 9.03 | | 22.36 | | 6.61 | | 12.02 |
Class R (ORENX) | | 10/1/03 | | 10.29 | | 24.00 | | 7.14 | | 12.58 |
Class Y (OREYX) | | 10/1/03 | | 10.54 | | 24.57 | | 7.68 | | 13.19 |
Class R51 (IOREX) | | 5/24/19 | | 10.64 | | 24.51 | | 7.45 | | 12.89 |
Class R62(OREIX) | | 8/28/12 | | 10.62 | | 24.79 | | 7.87 | | 9.523 |
1. Class R5 shares’ performance shown prior to the inception date is that of the predecessor fund’s Class A shares at net asset value (NAV) and includes the12b-1 fees applicable to Class A shares. Class A shares’ performance reflects any applicable fee waivers and/or expense reimbursements.
2. Pursuant to the closing of the transaction described in the Notes to Financial Statements, after the close of business on May 24, 2019, Class I shares were reorganized as Class R6 shares.
3. Shows performance since inception.
Performance quoted is past performance and cannot guarantee comparable future results; current performance may be lower or higher.Visit invesco.com for the most recentmonth-end performance. Performance figures reflect reinvested distributions and changes in net asset value (NAV). Investment return and principal value will vary so that you may have a gain or a loss when you sell shares. Performance shown at NAV does not include the applicablefront-end sales charge, which would have reduced the performance. The current maximum initial sales charge for Class A shares is 5.50%, and the contingent deferred sales charge for Class C shares is 1% for the1-year period. Class R, Class Y, Class R5 and Class R6 shares have no sales charge; therefore, performance is at NAV. Effective after the close of business on May 24, 2019, Class A, Class C, Class R, Class Y, and Class I shares of the predecessor fund were reorganized into Class A, Class C, Class R, Class Y, and Class R6 shares, respectively, of the Fund. Class R5 shares’ performance shown prior to the inception date is that of the predecessor fund’s Class A shares at NAV and includes the12b-1 fees applicable to Class A shares. Class A shares’ performance reflects any applicable fee waivers and/or expense reimbursements. Returns shown for Class A, Class C, Class R, Class Y, Class R5, and Class R6 shares are blended returns of the predecessor fund and the Fund. Share class returns will differ from those of the predecessor fund because of different expenses. Returns for periods of less than one year are cumulative and not annualized. See Fund
5 INVESCO OPPENHEIMER REAL ESTATE FUND
prospectuses and summary prospectuses for more information on share classes, sales charges and new fee agreements, if any. Fund literature is available at invesco.com.
The FTSE NAREIT (National Association of Real Estate Investment Trusts) Equity REITs Index consists of certain companies that own and operate income-producing real estate that have 75% or more of their respective gross invested assets in the equity or mortgage debt of commercial properties. The Index is unmanaged and cannot be purchased directly by investors. While index comparisons may be useful to provide a benchmark for the Fund’s performance, it must be noted that the Fund’s investments are not limited to the investments comprising the Index. Index performance includes reinvestment of income, but does not reflect transaction costs, fees, expenses or taxes. Index performance is shown for illustrative purposes only as a benchmark for the Fund’s performance, and does not predict or depict performance of the Fund. The Fund’s performance reflects the effects of the Fund’s business and operating expenses.
Before investing, investors should carefully read the prospectus and/or summary prospectus and carefully consider the investment objectives, risks, charges and expenses. For this and more complete information about the fund(s), investors should ask their advisors for a prospectus/summary prospectus or visit invesco. com/fundprospectus.
Shares of Invesco funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including the possible loss of the principal amount invested.
6 INVESCO OPPENHEIMER REAL ESTATE FUND
Fund Expenses
Fund Expenses. As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments and/or contingent deferred sales charges on redemptions; and (2) ongoing costs, including management fees; distribution and service fees; and other Fund expenses. These examples are 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 examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire6-month period ended October 31, 2019.
Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section for the class of shares you hold, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During 6 Months Ended October 31, 2019” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes.The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio for each class of shares, and an assumed rate of return of 5% per year for each class 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 for the class of shares you hold 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 transactional costs, such asfront-end or contingent deferred sales charges (loads). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
7 INVESCO OPPENHEIMER REAL ESTATE FUND
| | | | | | | | | | | | |
Actual | | Beginning Account Value May 1, 2019 | | | Ending Account Value October 31, 2019 | | | Expenses Paid During 6 Months Ended October 31, 20191,2 | |
Class A | | $ | 1,000.00 | | | $ | 1,104.60 | | | $ | 7.11 | |
Class C | | | 1,000.00 | | | | 1,100.30 | | | | 11.09 | |
Class R | | | 1,000.00 | | | | 1,102.90 | | | | 8.44 | |
Class Y | | | 1,000.00 | | | | 1,105.40 | | | | 5.78 | |
Class R5 | | | 1,000.00 | | | | 1,106.40 | | | | 4.48 | |
Class R6 | | | 1,000.00 | | | | 1,106.20 | | | | 4.88 | |
| | | |
Hypothetical | | | | | | | | | | | | |
(5% return before expenses) | | | | | | | | | | | | |
Class A | | | 1,000.00 | | | | 1,018.40 | | | | 6.82 | |
Class C | | | 1,000.00 | | | | 1,014.63 | | | | 10.64 | |
Class R | | | 1,000.00 | | | | 1,017.14 | | | | 8.09 | |
Class Y | | | 1,000.00 | | | | 1,019.66 | | | | 5.55 | |
Class R5 | | | 1,000.00 | | | | 1,020.26 | | | | 4.94 | |
Class R6 | | | 1,000.00 | | | | 1,020.51 | | | | 4.68 | |
1. Actual expenses paid for Class A, C, R, Y, and R6are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/366(to reflect theone-half year period). Actual expenses paid for Class R5 are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 160/366to reflect the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019.
2.Hypothetical expenses paid for all classes are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/366(to reflect theone-half year period).
Those annualized expense ratios, excluding indirect expenses from affiliated funds, based on the6-month period ended October 31, 2019 for Classes A, C, R, Y and R6 and for the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019 for Class R5 are as follows:
| | | | |
Class | | Expense Ratios | |
Class A | | | 1.34 | % |
Class C | | | 2.09 | |
Class R | | | 1.59 | |
Class Y | | | 1.09 | |
Class R5 | | | 0.97 | |
Class R6 | | | 0.92 | |
The expense ratios reflect voluntary and/or contractual waivers and/or reimbursements of expenses by the Fund’s Manager. Some of these undertakings may be modified or terminated at any time, as indicated in the Fund’s prospectus. The “Financial Highlights” tables in the
8 INVESCO OPPENHEIMER REAL ESTATE FUND
Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.
9 INVESCO OPPENHEIMER REAL ESTATE FUND
SCHEDULE OF INVESTMENTSOctober 31, 2019 Unaudited
| | | | | | | | |
| | Shares | | | Value |
Common Stocks—99.5% | | | | | | | | |
Financials—99.5% | | | | | | | | |
Real Estate Investment Trusts (REITs)—99.5% | |
Diversified REITs—5.2% | | | | | |
Lexington Realty Trust, Cl. B | | | 1,200,742 | | | $ | 13,064,073 | |
STORE Capital Corp. | | | 1,016,008 | | | | 41,148,324 | |
| | | | | | | | |
| | | | | | | 54,212,397 | |
Health Care REITs—12.2% | | | | | | | | |
Medical Properties Trust, Inc. | | | 1,114,389 | | | | 23,101,284 | |
National Health Investors, Inc. | | | 189,134 | | | | 16,225,806 | |
Ventas, Inc. | | | 435,008 | | | | 28,319,021 | |
Welltower, Inc. | | | 654,588 | | | | 59,364,586 | |
| | | | | | | | |
| | | | | | | 127,010,697 | |
Hotel & Resort REITs—2.1% | | | | | | | | |
Host Hotels & Resorts, Inc. | | | 1,352,675 | | | | 22,170,343 | |
Industrial REITs—12.2% | | | | | | | | |
First Industrial Realty Trust, Inc. | | | 836,664 | | | | 35,231,921 | |
Prologis, Inc. | | | 742,001 | | | | 65,118,008 | |
Rexford Industrial Realty, Inc. | | | 554,402 | | | | 26,661,192 | |
| | | | | | | | |
| | | | | | | 127,011,121 | |
Office REITs—11.3% | | | | �� | | | | |
Alexandria Real Estate Equities, Inc. | | | 204,389 | | | | 32,446,754 | |
Boston Properties, Inc. | | | 317,273 | | | | 43,529,855 | |
Kilroy Realty Corp. | | | 506,603 | | | | 42,519,190 | |
| | | | | | | | |
| | | | | | | 118,495,799 | |
Residential REITs—26.1% | | | | | | | | |
American Homes 4 Rent, Cl. A | | | 907,024 | | | | 24,008,925 | |
AvalonBay Communities, Inc. | | | 220,115 | | | | 47,910,231 | |
Equity Residential | | | 831,856 | | | | 73,752,353 | |
Invitation Homes, Inc. | | | 1,210,968 | | | | 37,285,705 | |
Mid-America Apartment Communities, Inc. | | | 456,666 | | | | 63,472,007 | |
Sun Communities, Inc. | | | 158,020 | | | | 25,701,953 | |
| | | | | | | | |
| | | | | | | 272,131,174 | |
Retail REITs—12.7% | | | | | | | | |
Agree Realty Corp. | | | 347,196 | | | | 27,348,629 | |
| | | | | | | | |
| | Shares | | Value |
Retail REITs (Continued) | | | | | |
National Retail Properties, Inc. | | | 547,059 | | | $ | 32,227,246 | |
Regency Centers Corp. | | | 396,830 | | | | 26,682,849 | |
Simon Property Group, Inc. | | | 168,596 | | | | 25,404,045 | |
Spirit Realty Capital, Inc. | | | 415,123 | | | | 20,689,731 | |
| | | | | | | | |
| | | | | | | 132,352,500 | |
Specialized REITs—17.7% | | | | | | | | |
American Tower Corp. | | | 95,503 | | | | 20,827,294 | |
Digital Realty Trust, Inc. | | | 160,590 | | | | 20,401,353 | |
Equinix, Inc. | | | 149,270 | | | | 84,603,251 | |
Extra Space Storage, Inc. | | | 232,497 | | | | 26,102,438 | |
VICI Properties, Inc. | | | 1,380,014 | | | | 32,499,330 | |
| | | | | | | | |
| | | | | | | 184,433,666 | |
| | | | | | | | |
Total Common Stocks (Cost $773,710,259) | | | | | | | 1,037,817,697 | |
Investment Company—0.6% | | | | | | | | |
Invesco Government & Agency Portfolio, Institutional Class, 1.71%(Cost $6,278,175)1 | | | 6,278,175 | | | | 6,278,175 | |
Total Investments, at Value (Cost $779,988,434) | | | 100.1 | % | | | 1,044,095,872 | |
Net Other Assets (Liabilities) | | | (0.1 | ) | | | (649,112 | ) |
| | | | |
Net Assets | | | 100.0 | % | | $ | 1,043,446,760 | |
| | | | |
10 INVESCO OPPENHEIMER REAL ESTATE FUND
Footnotes to Schedule of Investments
1. The money market fund and the Fund are affiliated by having the same investment adviser. The rate shown is the7-day SEC standardized yield as of October 31, 2019.
See accompanying Notes to Financial Statements.
11 INVESCO OPPENHEIMER REAL ESTATE FUND
STATEMENT OF ASSETS AND LIABILITIESOctober 31, 2019 Unaudited
| | | | |
Assets | | | | |
Investments, at value—see accompanying schedule of investments: | | | | |
Unaffiliated companies (cost $773,710,259) | | $ | 1,037,817,697 | |
Affiliated companies (cost $6,278,175) | | | 6,278,175 | |
| | | | |
| | | 1,044,095,872 | |
Cash | | | 280,280 | |
Receivables and other assets: | | | | |
Dividends | | | 486,752 | |
Shares of beneficial interest sold | | | 408,106 | |
Other | | | 61,960 | |
| | | | |
Total assets | | | 1,045,332,970 | |
Liabilities | | | | |
Payables and other liabilities: | | | | |
Shares of beneficial interest redeemed | | | 1,058,386 | |
Transfer and shareholder servicing agent fees | | | 474,882 | |
Distribution and service plan fees | | | 162,260 | |
Shareholder communications | | | 68,634 | |
Trustees’ compensation | | | 65,981 | |
Advisory fees | | | 24,802 | |
Administration fees | | | 344 | |
Other | | | 30,921 | |
| | | | |
Total liabilities | | | 1,886,210 | |
Net Assets | | $ | 1,043,446,760 | |
| | | | |
| | | | |
Composition of Net Assets | | | | |
Shares of beneficial interest | | $ | 753,694,261 | |
Total distributable earnings | | | 289,752,499 | |
| | | | |
Net Assets | | $ | 1,043,446,760 | |
| | | | |
12 INVESCO OPPENHEIMER REAL ESTATE FUND
| | | | |
Net Asset Value Per Share | | | | |
Class A Shares: | | | | |
Net asset value and redemption price per share (based on net assets of $418,297,074 and 14,745,656 shares of beneficial interest outstanding) | | $ | 28.37 | |
Maximum offering price per share (net asset value plus sales charge of 5.50% of offering price) | | $ | 30.02 | |
Class C Shares: | | | | |
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $54,183,382 and 1,969,840 shares of beneficial interest outstanding) | | $ | 27.51 | |
| |
Class R Shares: | | | | |
Net asset value, redemption price and offering price per share (based on net assets of $92,704,734 and 3,286,526 shares of beneficial interest outstanding) | | $ | 28.21 | |
| |
Class Y Shares: | | | | |
Net asset value, redemption price and offering price per share (based on net assets of $140,154,860 and 4,880,902 shares of beneficial interest outstanding) | | $ | 28.71 | |
| |
Class R5 Shares: | | | | |
Net asset value, redemption price and offering price per share (based on net assets of $10,915 and 384.911 shares of beneficial interest outstanding) | | $ | 28.36 | |
| |
Class R6 Shares: | | | | |
Net asset value, redemption price and offering price per share (based on net assets of $338,095,795 and 11,790,676 shares of beneficial interest outstanding) | | $ | 28.67 | |
See accompanying Notes to Financial Statements.
13 INVESCO OPPENHEIMER REAL ESTATE FUND
STATEMENT OF
OPERATIONSFor the Six Months Ended October 31, 2019 Unaudited
| | | | |
Investment Income | | | | |
Dividends: | | | | |
Unaffiliated companies | | $ | 12,861,329 | |
Affiliated companies | | | 76,081 | |
Interest | | | 6,254 | |
| | | | |
Total investment income | | | 12,943,664 | |
Expenses | | | | |
Advisory fees | | | 4,463,181 | |
Administration fees | | | 61,968 | |
Distribution and service plan fees: | | | | |
Class A | | | 488,155 | |
Class C | | | 303,811 | |
Class R | | | 221,721 | |
Transfer and shareholder servicing agent fees: | | | | |
Class A | | | 531,338 | |
Class C | | | 79,445 | |
Class R | | | 117,193 | |
Class Y | | | 187,675 | |
Class R5 | | | 3 | |
Class R6 | | | 22,853 | |
Shareholder communications: | | | | |
Class A | | | 24,142 | |
Class C | | | 3,535 | |
Class R | | | 5,326 | |
Class Y | | | 8,374 | |
Class R6 | | | 19,461 | |
Trustees’ compensation | | | 10,206 | |
Custodian fees and expenses | | | 6,709 | |
Borrowing fees | | | 3,142 | |
Other | | | 48,562 | |
| | | | |
Total expenses | | | 6,606,800 | |
Less waivers and reimbursement of expenses | | | (274,717 | ) |
| | | | |
Net expenses | | | 6,332,083 | |
Net Investment Income | | | 6,611,581 | |
Realized and Unrealized Gain (Loss) | | | | |
Net realized gain (loss) on investment transactions | | | 23,040,044 | |
Net change in unrealized appreciation/(depreciation) on investment transactions | | | 72,056,735 | |
Net Increase in Net Assets Resulting from Operations | | $ | 101,708,360 | |
| | | | |
See accompanying Notes to Financial Statements.
14 INVESCO OPPENHEIMER REAL ESTATE FUND
STATEMENT OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Six Months Ended October 31, 2019 (Unaudited) | | Year Ended April 30, 2019 | |
Operations | | | | | | | | |
Net investment income | | $ | 6,611,581 | | | $ | 17,103,288 | |
Net realized gain (loss) | | | 23,040,044 | | | | 41,981,257 | |
Net change in unrealized appreciation/(depreciation) | | | 72,056,735 | | | | 92,901,619 | |
| | | | |
Net increase in net assets resulting from operations | | | 101,708,360 | | | | 151,986,164 | |
Dividends and/or Distributions to Shareholders | | | | | | | | |
Distributions to shareholders from distributable earnings: | | | | | | | | |
Class A | | | (2,747,234 | ) | | | (17,648,096 | ) |
Class B | | | — | | | | — | |
Class C | | | (177,522 | ) | | | (2,965,844 | ) |
Class R | | | (495,949 | ) | | | (3,789,437 | ) |
Class Y | | | (1,124,401 | ) | | | (7,705,444 | ) |
Class R5 | | | (93 | ) | | | — | |
Class R6 | | | (2,953,234 | ) | | | (14,549,476 | ) |
| | | | |
Total distributions from distributable earnings | | | (7,498,433 | ) | | | (46,658,297 | ) |
Beneficial Interest Transactions | | | | | | | | |
Net increase (decrease) in net assets resulting from beneficial interest transactions: | | | | | | | | |
Class A | | | (4,664,756 | ) | | | (45,581,773 | ) |
Class B | | | — | | | | (565,138 | ) |
Class C | | | (25,340,837 | ) | | | (9,283,918 | ) |
Class R | | | (3,189,953 | ) | | | (7,984,014 | ) |
Class Y | | | (21,139,918 | ) | | | (48,756,307 | ) |
Class R5 | | | 10,000 | | | | — | |
Class R6 | | | (24,283,318 | ) | | | 59,300,101 | |
| | | | |
Total beneficial interest transactions | | | (78,608,782 | ) | | | (52,871,049 | ) |
Net Assets | | | | | | | | |
Total increase | | | 15,601,145 | | | | 52,456,818 | |
Beginning of period | | | 1,027,845,615 | | | | 975,388,797 | |
| | | | |
End of period | | $ | 1,043,446,760 | | | $ | 1,027,845,615 | |
| | | | |
See accompanying Notes to Financial Statements.
15 INVESCO OPPENHEIMER REAL ESTATE FUND
FINANCIAL HIGHLIGHTS
| | | | | | | | | | | | | | | | | | | | | | | | |
Class A | | Six Months Ended October 31, 2019 (Unaudited) | | Year Ended April 30, 2019 | | | Year Ended April 30, 2018 | | | Year Ended April 30, 2017 | | | Year Ended April 29, 20161 | | | Year Ended April 30, 2015 | |
Per Share Operating Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $25.86 | | | | $23.25 | | | | $25.06 | | | | $27.13 | | | | $28.23 | | | | $26.11 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income2 | | | 0.16 | | | | 0.40 | | | | 0.34 | | | | 0.18 | | | | 0.43 | | | | 0.27 | |
Net realized and unrealized gain (loss) | | | 2.54 | | | | 3.36 | | | | (0.98) | | | | 1.03 | | | | 1.07 | | | | 3.55 | |
Total from investment operations | | | 2.70 | | | | 3.76 | | | | (0.64) | | | | 1.21 | | | | 1.50 | | | | 3.82 | |
Dividends and/or distributions to shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.19) | | | | (0.52) | | | | (0.27) | | | | (0.61) | | | | (0.56) | | | | (0.48) | |
Distributions from net realized gain | | | 0.00 | | | | (0.63) | | | | (0.90) | | | | (2.67) | | | | (2.04) | | | | (1.22) | |
Total dividends and/or distributions to shareholders | | | (0.19) | | | | (1.15) | | | | (1.17) | | | | (3.28) | | | | (2.60) | | | | (1.70) | |
Net asset value, end of period | | | $28.37 | | | | $25.86 | | | | $23.25 | | | | $25.06 | | | | $27.13 | | | | $28.23 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return, at Net Asset Value3 | | | 10.46% | | | | 16.58% | | | | (2.77)% | | | | 4.59% | | | | 5.93% | | | | 14.70% | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in thousands) | | | $418,297 | | | | $385,381 | | | | $390,100 | | | | $543,858 | | | | $579,488 | | | | $638,707 | |
Average net assets (in thousands) | | | $399,782 | | | | $383,417 | | | | $461,402 | | | | $600,337 | | | | $576,678 | | | | $589,603 | |
Ratios to average net assets:4 | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 1.19% | | | | 1.65% | | | | 1.37% | | | | 0.66% | | | | 1.59% | | | | 0.97% | |
Expenses excluding specific expenses listed below | | | 1.42% | | | | 1.35% | | | | 1.45% | | | | 1.43% | | | | 1.43% | | | | 1.42% | |
Interest and fees from borrowings | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00% | |
Total expenses6 | | | 1.42% | | | | 1.35% | | | | 1.45% | | | | 1.43% | | | | 1.43% | | | | 1.42% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 1.34% | | | | 1.34% | | | | 1.34% | | | | 1.33% | | | | 1.33% | | | | 1.32% | |
Portfolio turnover rate7 | | | 25% | | | | 72% | | | | 84% | | | | 114% | | | | 85% | | | | 60% | |
16 INVESCO OPPENHEIMER REAL ESTATE FUND
1. Represents the last business day of the Fund’s reporting period.
2. Per share amounts calculated based on the average shares outstanding during the period.
3. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
4. Annualized for periods less than one full year.
5. Less than 0.005%.
6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | | | |
| | | | | | |
Six Months Ended October 31, 2019 | | | 1.42 | % |
Year Ended April 30, 2019 | | | 1.35 | % |
Year Ended April 30, 2018 | | | 1.45 | % |
Year Ended April 30, 2017 | | | 1.43 | % |
Year Ended April 29, 2016 | | | 1.43 | % |
Year Ended April 30, 2015 | | | 1.42 | % |
7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
See accompanying Notes to Financial Statements.
17 INVESCO OPPENHEIMER REAL ESTATE FUND
FINANCIAL HIGHLIGHTSContinued
| | | | | | | | | | | | | | | | | | | | | | | | |
Class C | | Six Months Ended October 31, 2019 (Unaudited) | | Year Ended April 30, 2019 | | | Year Ended April 30, 2018 | | | Year Ended April 30, 2017 | | | Year Ended April 29, 20161 | | | Year Ended April 30, 2015 | |
Per Share Operating Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $25.08 | | | | $22.58 | | | | $24.39 | | | | $26.48 | | | | $27.61 | | | | $25.57 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income (loss)2 | | | 0.06 | | | | 0.21 | | | | 0.15 | | | | (0.02) | | | | 0.22 | | | | 0.05 | |
Net realized and unrealized gain (loss) | | | 2.45 | | | | 3.26 | | | | (0.96) | | | | 1.01 | | | | 1.05 | | | | 3.48 | |
Total from investment operations | | | 2.51 | | | | 3.47 | | | | (0.81) | | | | 0.99 | | | | 1.27 | | | | 3.53 | |
Dividends and/or distributions to shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.08) | | | | (0.34) | | | | (0.10) | | | | (0.41) | | | | (0.36) | | | | (0.27) | |
Distributions from net realized gain | | | 0.00 | | | | (0.63) | | | | (0.90) | | | | (2.67) | | | | (2.04) | | | | (1.22) | |
Total dividends and/or distributions to shareholders | | | (0.08) | | | | (0.97) | | | | (1.00) | | | | (3.08) | | | | (2.40) | | | | (1.49) | |
Net asset value, end of period | | | $27.51 | | | | $25.08 | | | | $22.58 | | | | $24.39 | | | | $26.48 | | | | $27.61 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return, at Net Asset Value3 | | | 10.03% | | | | 15.72% | | | | (3.51)% | | | | 3.82% | | | | 5.14% | | | | 13.83% | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in thousands) | | | $54,183 | | | | $74,559 | | | | $75,956 | | | | $104,929 | | | | $120,654 | | | | $129,009 | |
Average net assets (in thousands) | | | $60,302 | | | | $74,145 | | | | $90,823 | | | | $119,534 | | | | $119,652 | | | | $115,951 | |
Ratios to average net assets:4 | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income (loss) | | | 0.44% | | | | 0.90% | | | | 0.61% | | | | (0.08)% | | | | 0.82% | | | | 0.18% | |
Expenses excluding specific expenses listed below | | | 2.17% | | | | 2.11% | | | | 2.21% | | | | 2.18% | | | | 2.18% | | | | 2.17% | |
Interest and fees from borrowings | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00% | |
Total expenses6 | | | 2.17% | | | | 2.11% | | | | 2.21% | | | | 2.18% | | | | 2.18% | | | | 2.17% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 2.09% | | | | 2.10% | | | | 2.10% | | | | 2.08% | | | | 2.08% | | | | 2.07% | |
Portfolio turnover rate7 | | | 25% | | | | 72% | | | | 84% | | | | 114% | | | | 85% | | | | 60% | |
18 INVESCO OPPENHEIMER REAL ESTATE FUND
1. Represents the last business day of the Fund’s reporting period.
2. Per share amounts calculated based on the average shares outstanding during the period.
3. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
4. Annualized for periods less than one full year.
5. Less than 0.005%.
6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | | | |
| | | | | | |
Six Months Ended October 31, 2019 | | | 2.17 | % |
Year Ended April 30, 2019 | | | 2.11 | % |
Year Ended April 30, 2018 | | | 2.21 | % |
Year Ended April 30, 2017 | | | 2.18 | % |
Year Ended April 29, 2016 | | | 2.18 | % |
Year Ended April 30, 2015 | | | 2.17 | % |
7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
See accompanying Notes to Financial Statements.
19 INVESCO OPPENHEIMER REAL ESTATE FUND
FINANCIAL HIGHLIGHTSContinued
| | | | | | | | | | | | | | | | | | | | | | | | |
Class R | | Six Months Ended October 31, 2019 (Unaudited) | | Year Ended April 30, 2019 | | | Year Ended April 30, 2018 | | | Year Ended April 30, 2017 | | | Year Ended April 29, 20161 | | | Year Ended April 30, 2015 | |
Per Share Operating Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $25.72 | | | | $23.12 | | | | $24.94 | | | | $27.01 | | | | $28.11 | | | | $26.01 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income2 | | | 0.13 | | | | 0.34 | | | | 0.27 | | | | 0.11 | | | | 0.36 | | | | 0.20 | |
Net realized and unrealized gain (loss) | | | 2.51 | | | | 3.34 | | | | (0.98) | | | | 1.03 | | | | 1.07 | | | | 3.53 | |
Total from investment operations | | | 2.64 | | | | 3.68 | | | | (0.71) | | | | 1.14 | | | | 1.43 | | | | 3.73 | |
Dividends and/or distributions to shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.15) | | | | (0.45) | | | | (0.21) | | | | (0.54) | | | | (0.49) | | | | (0.41) | |
Distributions from net realized gain | | | 0.00 | | | | (0.63) | | | | (0.90) | | | | (2.67) | | | | (2.04) | | | | (1.22) | |
Total dividends and/or distributions to shareholders | | | (0.15) | | | | (1.08) | | | | (1.11) | | | | (3.21) | | | | (2.53) | | | | (1.63) | |
Net asset value, end of period | | | $28.21 | | | | $25.72 | | | | $23.12 | | | | $24.94 | | | | $27.01 | | | | $28.11 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return, at Net Asset Value3 | | | 10.29% | | | | 16.34% | | | | (3.06)% | | | | 4.34% | | | | 5.68% | | | | 14.39% | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in thousands) | | | $92,705 | | | | $87,703 | | | | $86,491 | | | | $103,838 | | | | $112,028 | | | | $112,993 | |
Average net assets (in thousands) | | | $88,279 | | | | $86,447 | | | | $96,292 | | | | $115,032 | | | | $106,969 | | | | $104,767 | |
Ratios to average net assets:4 | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.94% | | | | 1.40% | | | | 1.12% | | | | 0.40% | | | | 1.31% | | | | 0.72% | |
Expenses excluding specific expenses listed below | | | 1.67% | | | | 1.60% | | | | 1.71% | | | | 1.68% | | | | 1.68% | | | | 1.67% | |
Interest and fees from borrowings | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00% | |
Total expenses6 | | | 1.67% | | | | 1.60% | | | | 1.71% | | | | 1.68% | | | | 1.68% | | | | 1.67% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 1.59% | | | | 1.59% | | | | 1.60% | | | | 1.58% | | | | 1.58% | | | | 1.57% | |
Portfolio turnover rate7 | | | 25% | | | | 72% | | | | 84% | | | | 114% | | | | 85% | | | | 60% | |
20 INVESCO OPPENHEIMER REAL ESTATE FUND
1. Represents the last business day of the Fund’s reporting period.
2. Per share amounts calculated based on the average shares outstanding during the period.
3. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
4. Annualized for periods less than one full year.
5. Less than 0.005%.
6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | | | |
| | | | | | |
Six Months Ended October 31, 2019 | | | 1.67 | % |
Year Ended April 30, 2019 | | | 1.60 | % |
Year Ended April 30, 2018 | | | 1.71 | % |
Year Ended April 30, 2017 | | | 1.68 | % |
Year Ended April 29, 2016 | | | 1.68 | % |
Year Ended April 30, 2015 | | | 1.67 | % |
7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
See accompanying Notes to Financial Statements.
21 INVESCO OPPENHEIMER REAL ESTATE FUND
FINANCIAL HIGHLIGHTSContinued
| | | | | | | | | | | | | | | | | | | | | | | | |
Class Y | | Six Months Ended October 31, 2019 (Unaudited) | | Year Ended April 30, 2019 | | | Year Ended April 30, 2018 | | | Year Ended April 30, 2017 | | | Year Ended April 29, 20161 | | | Year Ended April 30, 2015 | |
Per Share Operating Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $26.18 | | | | $23.52 | | | | $25.34 | | | | $27.40 | | | | $28.48 | | | | $26.33 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income2 | | | 0.20 | | | | 0.46 | | | | 0.40 | | | | 0.29 | | | | 0.51 | | | | 0.36 | |
Net realized and unrealized gain (loss) | | | 2.55 | | | | 3.40 | | | | (0.98) | | | | 1.00 | | | | 1.08 | | | | 3.56 | |
Total from investment operations | | | 2.75 | | | | 3.86 | | | | (0.58) | | | | 1.29 | | | | 1.59 | | | | 3.92 | |
Dividends and/or distributions to shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.22) | | | | (0.57) | | | | (0.34) | | | | (0.68) | | | | (0.63) | | | | (0.55) | |
Distributions from net realized gain | | | 0.00 | | | | (0.63) | | | | (0.90) | | | | (2.67) | | | | (2.04) | | | | (1.22) | |
Total dividends and/or distributions to shareholders | | | (0.22) | | | | (1.20) | | | | (1.24) | | | | (3.35) | | | | (2.67) | | | | (1.77) | |
Net asset value, end of period | | | $28.71 | | | | $26.18 | | | | $23.52 | | | | $25.34 | | | | $27.40 | | | | $28.48 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return, at Net Asset Value3 | | | 10.54% | | | | 16.88% | | | | (2.55)% | | | | 4.87% | | | | 6.22% | | | | 14.97% | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in thousands) | | | $140,155 | | | | $148,398 | | | | $179,821 | | | | $242,553 | | | | $393,201 | | | | $412,271 | |
Average net assets (in thousands) | | | $141,561 | | | | $163,249 | | | | $236,047 | | | | $292,395 | | | | $390,618 | | | | $390,060 | |
Ratios to average net assets:4 | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 1.44% | | | | 1.90% | | | | 1.62% | | | | 1.07% | | | | 1.84% | | | | 1.25% | |
Expenses excluding specific expenses listed below | | | 1.17% | | | | 1.10% | | | | 1.21% | | | | 1.18% | | | | 1.18% | | | | 1.18% | |
Interest and fees from borrowings | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00% | |
Total expenses6 | | | 1.17% | | | | 1.10% | | | | 1.21% | | | | 1.18% | | | | 1.18% | | | | 1.18% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 1.09% | | | | 1.09% | | | | 1.10% | | | | 1.08% | | | | 1.08% | | | | 1.08% | |
Portfolio turnover rate7 | | | 25% | | | | 72% | | | | 84% | | | | 114% | | | | 85% | | | | 60% | |
22 INVESCO OPPENHEIMER REAL ESTATE FUND
1. Represents the last business day of the Fund’s reporting period.
2. Per share amounts calculated based on the average shares outstanding during the period.
3. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
4. Annualized for periods less than one full year.
5. Less than 0.005%.
6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | | | |
| | | | | | |
Six Months Ended October 31, 2019 | | | 1.17 | % |
Year Ended April 30, 2019 | | | 1.10 | % |
Year Ended April 30, 2018 | | | 1.21 | % |
Year Ended April 30, 2017 | | | 1.18 | % |
Year Ended April 29, 2016 | | | 1.18 | % |
Year Ended April 30, 2015 | | | 1.18 | % |
7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
See accompanying Notes to Financial Statements.
23 INVESCO OPPENHEIMER REAL ESTATE FUND
FINANCIAL HIGHLIGHTSContinued
| | | | |
Class R5 | | Period Ended October 31, 2019 (Unaudited)1 | |
Per Share Operating Data | | | | |
Net asset value, beginning of period | | | $25.98 | |
Income (loss) from investment operations: | | | | |
Net investment income2 | | | 0.18 | |
Net realized and unrealized gain | | | 2.44 | |
Total from investment operations | | | 2.62 | |
Dividends and/or distributions to shareholders: | | | | |
Dividends from net investment income | | | (0.24) | |
Distributions from net realized gain | | | 0.00 | |
Total dividends and/or distributions to shareholders | | | (0.24) | |
Net asset value, end of period | | | $28.36 | |
| | | | |
| | | | |
Total Return, at Net Asset Value3 | | | 10.13% | |
| | | | |
Ratios/Supplemental Data | | | | |
Net assets, end of period (in thousands) | | | $11 | |
Average net assets (in thousands) | | | $10 | |
Ratios to average net assets:4 | | | | |
Net investment income | | | 1.56% | |
Expenses excluding specific expenses listed below | | | 0.97% | |
Interest and fees from borrowings | | | 0.00% | |
Total expenses5 | | | 0.97% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 0.97% | |
Portfolio turnover rate6 | | | 25% | |
1. For the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019.
2. Per share amounts calculated based on the average shares outstanding during the period.
3. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
4. Annualized for periods less than one full year.
5. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | | | |
| | | | | | |
Period Ended October 31, 2019 | | | 0.97 | % |
6. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
See accompanying Notes to Financial Statements.
24 INVESCO OPPENHEIMER REAL ESTATE FUND
| | | | | | | | | | | | | | | | | | | | | | | | |
Class R6 | | Six Months Ended October 31, 2019 (Unaudited) | | Year Ended April 30, 2019 | | | Year Ended April 30, 2018 | | | Year Ended April 30, 2017 | | | Year Ended April 29, 20161 | | | Year Ended April 30, 2015 | |
Per Share Operating Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $26.15 | | | | $23.49 | | | | $25.32 | | | | $27.38 | | | | $28.47 | | | | $26.32 | |
Income (loss) from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income2 | | | 0.22 | | | | 0.51 | | | | 0.44 | | | | 0.26 | | | | 0.54 | | | | 0.42 | |
Net realized and unrealized gain (loss) | | | 2.55 | | | | 3.40 | | | | (0.98) | | | | 1.08 | | | | 1.10 | | | | 3.56 | |
Total from investment operations | | | 2.77 | | | | 3.91 | | | | (0.54) | | | | 1.34 | | | | 1.64 | | | | 3.98 | |
Dividends and/or distributions to shareholders: | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.25) | | | | (0.62) | | | | (0.39) | | | | (0.73) | | | | (0.69) | | | | (0.61) | |
Distributions from net realized gain | | | 0.00 | | | | (0.63) | | | | (0.90) | | | | (2.67) | | | | (2.04) | | | | (1.22) | |
Total dividends and/or distributions to shareholders | | | (0.25) | | | | (1.25) | | | | (1.29) | | | | (3.40) | | | | (2.73) | | | | (1.83) | |
Net asset value, end of period | | | $28.67 | | | | $26.15 | | | | $23.49 | | | | $25.32 | | | | $27.38 | | | | $28.47 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return, at Net Asset Value3 | | | 10.62% | | | | 17.10% | | | | (2.37)% | | | | 5.04% | | | | 6.41% | | | | 15.22% | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in thousands) | | | $338,096 | | | | $331,805 | | | | $242,465 | | | | $215,127 | | | | $172,681 | | | | $153,137 | |
Average net assets (in thousands) | | | $329,313 | | | | $279,819 | | | | $224,650 | | | | $206,215 | | | | $147,821 | | | | $153,143 | |
Ratios to average net assets:4 | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 1.61% | | | | 2.07% | | | | 1.79% | | | | 0.97% | | | | 1.96% | | | | 1.47% | |
Expenses excluding specific expenses listed below | | | 0.92% | | | | 0.94% | | | | 1.02% | | | | 0.99% | | | | 0.99% | | | | 0.98% | |
Interest and fees from borrowings | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00%5 | | | | 0.00% | |
Total expenses6 | | | 0.92% | | | | 0.94% | | | | 1.02% | | | | 0.99% | | | | 0.99% | | | | 0.98% | |
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses | | | 0.92%7 | | | | 0.93% | | | | 0.92% | | | | 0.89% | | | | 0.89% | | | | 0.88% | |
Portfolio turnover rate8 | | | 25% | | | | 72% | | | | 84% | | | | 114% | | | | 85% | | | | 60% | |
25 INVESCO OPPENHEIMER REAL ESTATE FUND
FINANCIAL HIGHLIGHTSContinued
1. Represents the last business day of the Fund’s reporting period.
2. Per share amounts calculated based on the average shares outstanding during the period.
3. Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
4. Annualized for periods less than one full year.
5. Less than 0.005%.
6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:
| | | | | | |
| | | | | | |
Six Months Ended October 31, 2019 | | | 0.92 | % |
Year Ended April 30, 2019 | | | 0.94 | % |
Year Ended April 30, 2018 | | | 1.02 | % |
Year Ended April 30, 2017 | | | 0.99 | % |
Year Ended April 29, 2016 | | | 0.99 | % |
Year Ended April 30, 2015 | | | 0.98 | % |
7. Waiver was less than 0.005%.
8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
See accompanying Notes to Financial Statements.
26 INVESCO OPPENHEIMER REAL ESTATE FUND
NOTES TO FINANCIAL STATEMENTSOctober 31, 2019 Unaudited
Note 1 – Significant Accounting Policies
Invesco Oppenheimer Real Estate Fund (the “Fund”) is a series portfolio of AIM Counselor Series Trust (Invesco Counselor Series Trust) (the “Trust”). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as anopen-end series management investment company authorized to issue an unlimited number of shares of beneficial interest. Information presented in these financial statements pertains only to the Fund. Matters affecting the Fund or each class will be voted on exclusively by the shareholders of such Fund or each class.
Prior to the close of business on May 24, 2019, the Fund operated as Oppenheimer Real Estate Fund (the “Acquired Fund” or “Predecessor Fund”). The Acquired Fund was reorganized after the close of business on May 24, 2019 (the “Reorganization Date”) through the transfer of all of its assets and liabilities to the Fund (the “Reorganization”).
Upon closing of the Reorganization, holders of the Acquired Fund’s Class A, Class C, Class R, and Class Y shares received the corresponding class of shares of the Fund and holders of the Acquired Fund’s Class I shares received Class R6 shares of the Fund. Information for the Acquired Fund’s Class I shares prior to the Reorganization is included with Class R6 shares throughout this report. Class R5 shares commenced operations on the Reorganization Date.
The Fund’s investment objective is to seek total return.
The Fund currently consists of six different classes of shares: Class A, Class C, Class R, Class Y, Class R5 and Class R6. Class Y shares are available only to certain investors. Class A shares are sold with afront-end sales charge unless certain waiver criteria are met and under certain circumstances load waived shares may be subject to contingent deferred sales charges (“CDSC”). Class C shares are sold with a CDSC. Class R, Class Y, Class R5 and Class R6 shares are sold at net asset value. Class C shares held for ten years after purchase are eligible for automatic conversion into Class A shares of the same Fund (the “Conversion Feature”). The automatic conversion pursuant to the Conversion Feature will generally occur at the end of the month following the tenth anniversary after a purchase of Class C shares.
The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services – Investment Companies.
The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.
A. Security Valuations– Securities, including restricted securities, are valued according to the following policy.
A security listed or traded on an exchange (except convertible securities) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in theover-the-counter market are valued based on prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed
27 INVESCO OPPENHEIMER REAL ESTATE FUND
NOTES TO FINANCIAL STATEMENTSUnaudited / Continued
options are valued at the mean between the last bid and asked prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and asked prices. For purposes of determining net asset value (“NAV”) per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange (“NYSE”).
Investments inopen-end andclosed-end registered investment companies that do not trade on an exchange are valued at theend-of-day net asset value per share. Investments inopen-end andclosed-end registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded.
Debt obligations (including convertible securities) and unlisted equities are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such asinstitution-size trading in similar groups of securities, developments related to specific securities, dividend rate (for unlisted equities), yield (for debt obligations), quality, type of issue, coupon rate (for debt obligations), maturity (for debt obligations), individual trading characteristics and other market data. Pricing services generally value debt obligations assuming orderly transactions of institutional round lot size, but a fund may hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than institutional round lots. Debt obligations are subject to interest rate and credit risks. In addition, all debt obligations involve some risk of default with respect to interest and/or principal payments.
Foreign securities’ (including foreign exchange contracts) prices are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that the investment adviser determines are significant and make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities’ prices meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, American Depositary Receipts and domestic and foreign index futures. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies
28 INVESCO OPPENHEIMER REAL ESTATE FUND
and high inflation, political and economic upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.
Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources. The last bid price may be used to value equity securities. The mean between the last bid and asked prices is used to value debt obligations, including corporate loans.
Securities for which market quotations are not readily available or became unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust’s officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/asked quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.
The Fund may invest in securities that are subject to interest rate risk, meaning the risk that the prices will generally fall as interest rates rise and, conversely, the prices will generally rise as interest rates fall. Specific securities differ in their sensitivity to changes in interest rates depending on their individual characteristics. Changes in interest rates may result in increased market volatility, which may affect the value and/or liquidity of certain Fund investments.
Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general economic conditions, interest rates, investor perceptions and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.
B. Securities Transactions and Investment Income -Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income (net of withholding tax, if any) is recorded on the accrual basis from settlement date. Dividend income (net of withholding tax, if any) is recorded on theex-dividend date.
The Fund may periodically participate in litigation related to Fund investments. As such, the Fund may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.
Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment transactions reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund’s net asset value and, accordingly, they reduce the Fund’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and the Statement of Changes in Net Assets, or the net investment income per share and the
29 INVESCO OPPENHEIMER REAL ESTATE FUND
NOTES TO FINANCIAL STATEMENTSUnaudited / Continued
ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the investment adviser.
The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.
The Fund recharacterizes distributions received from REIT investments based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available on a timely basis from the REIT, the recharacterization will be based on available information which may include the previous year’s allocation. If new or additional information becomes available from the REIT at a later date, a recharacterization will be made in the following year. The Fund records as dividend income the amount recharacterized as ordinary income and as realized gain the amount recharacterized as capital gain in the Statement of Operations, and the amount recharacterized as return of capital as a reduction of the cost of the related investment. These recharacterizations are reflected in the accompanying financial statements.
C. Country Determination- For the purposes of making investment selection decisions and presentation in the Schedule of Investments, the investment adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer’s securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization.
D. Distributions -Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from accounting principles generally accepted in the United States of America (“GAAP”), are recorded on theex-dividend date. Income dividends are declared and paid quarterly. Capital gain distributions, if any, are declared and paid annually or at other times as determined necessary by the Adviser.
E. Federal Income Taxes -The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), necessary to qualify as a regulated investment company and to distribute substantially all of the Fund’s taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements.
The Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed the Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change
30 INVESCO OPPENHEIMER REAL ESTATE FUND
materially in the next 12 months.
The Fund files tax returns in the U.S. Federal jurisdiction and certain other jurisdictions. Generally, the Fund is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.
In addition, distributions paid by the Fund’s investments in real estate investment trusts (“REITS”) often include a “return of capital” which is recorded by the Fund as a reduction of the cost basis of securities held. The Internal Revenue Code requires a REIT to distribute at least 95% of its taxable income to investors. In many cases, however, because of“non-cash” expenses such as property depreciation, an equity REIT’s cash flows will exceed its taxable income. The REIT may distribute this excess cash to offer a more competitive yield. This portion of the distribution is deemed a return of capital, and is generally not taxable to shareholders.
F. Expenses -Fees provided for under the Rule12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to Class R5 and Class R6 are allocated to each share class based on relative net assets.Sub-accounting fees attributable to Class R5 are charged to the operations of the class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
G. Accounting Estimates -The financial statements are prepared on a basis in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates by a significant amount. In addition, the Fund monitors for material events or transactions that may occur or become known after theperiod-end date and before the date the financial statements are released to print.
H. Indemnifications -Under the Trust’s organizational documents, each Trustee, officer, employee or other agent of the Trust is indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts, including the Fund’s servicing agreements, that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.
Note 2 – Advisory Fees and Other Fees Paid to Affiliates
The Trust has entered into a master investment advisory agreement with Invesco Advisers, Inc. (the “Adviser” or “Invesco”). Under the terms of the investment advisory agreement, the
31 INVESCO OPPENHEIMER REAL ESTATE FUND
NOTES TO FINANCIAL STATEMENTSUnaudited / Continued
Fund accrues daily and pays monthly an advisory fee to the Adviser based on the annual rate of the Fund’s average daily net assets as follows:
| | | | |
Fee Schedule* | | |
Up to $500 million | | | 0.90 | % |
Next $500 million | | | 0.87 | |
Next $4 billion | | | 0.79 | |
Over $5 billion | | | 0.75 | |
*The advisory fee paid by the Fund shall be reduced by any amounts paid by the Fund under the administrative services agreement with the Adviser.
For the six months ended October 31, 2019, the effective advisory fee incurred by the Fund was 0.87% annualized.
From the beginning of the fiscal period until the date of the Reorganization, the Acquired Fund paid $593,945 in advisory fees to OFI Global Asset Management, Inc. based on the annual rates above of the Acquired Fund’s average daily net assets.
Under the terms of a mastersub-advisory agreement between the Adviser and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. and separatesub-advisory agreements with Invesco Capital Management LLC, and Invesco Asset Management (India) Private Limited (collectively, the “AffiliatedSub-Advisers”) the Adviser, not the Fund, will pay 40% of the fees paid to the Adviser to any such AffiliatedSub-Adviser(s) that provide(s) discretionary investment management services to the Fund based on the percentage of assets allocated to such AffiliatedSub-Adviser(s). Invesco has also entered into aSub-Advisory Agreement with OppenheimerFunds, Inc. to provide discretionary management services to the Funds.
Effective on the Reorganization Date, the Adviser has contractually agreed, through at least May 28, 2021, to waive advisory fees and/or reimburse expenses of all shares to the extent necessary to limit the total annual fund operating expenses after fee waiver and/ or expense reimbursement (excluding certain items discussed below) of Class A, Class C, Class R, Class Y, Class R5 and Class R6 shares to 1.34%, 2.09%, 1.59%, 1.09%, 0.97% and 0.92%, respectively, of the Fund’s average daily net assets (the “expense limits”). In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause total annual fund operating expenses after fee waivers and/or expense reimbursement to exceed the numbers reflected above: (1) interest; (2) taxes; (3) dividend expenses on short sales; (4) extraordinary ornon-routine items, including litigation expenses; and (5) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Acquired Fund Fees and Expenses are not operating expenses of the Fund directly, but are fees and expenses, including management fees of the investment companies in which the Fund invests. As a result, the total annual fund operating expenses after expense reimbursement may exceed the expense limits above. Unless Invesco continues the fee waiver agreement, it will terminate May 28, 2021. During its term, the fee waiver agreement cannot be terminated or amended to increase the expense limits or reduce the advisory fee waiver without approval of the Board of Trustees.
Further, the Adviser has contractually agreed, through at least June 30, 2021, to waive
32 INVESCO OPPENHEIMER REAL ESTATE FUND
the advisory fee payable by the Fund in an amount equal to 100% of the net advisory fees the Adviser receives from the affiliated money market funds on investments by the Fund of uninvested cash in such affiliated money market funds.
For the six months ended October 31, 2019, the Adviser waived advisory fees of $3,520 and reimbursed fund expenses of $153,862, $23,007, $36,306, $57,060 and $962 for Class A, Class C, Class R, Class Y and Class R6, respectively.
The Trust has entered into a master administrative services agreement with Invesco pursuant to which the Fund has agreed to pay Invesco for certain administrative costs incurred in providing accounting services to the Fund. For the six months ended October 31, 2019, expenses incurred under the agreement are shown in the Statement of Operations as Administration fees. Additionally, Invesco has entered into service agreements whereby Citibank serves as custodian to the Fund. Prior to the Reorganization, the Acquired Fund paid administrative fees to OFI Global Asset Management, Inc.
The Trust has entered into a transfer agency and service agreement with Invesco Investment Services, Inc. (“IIS”) pursuant to which the Fund has agreed to pay IIS a fee for providing transfer agency and shareholder services to the Fund and reimburse IIS for certain expenses incurred by IIS in the course of providing such services. IIS may make payments to intermediaries that provide omnibus account services,sub-accounting services and/or networking services. All fees payable by IIS to intermediaries that provide omnibus account services orsub-accounting services are charged back to the Fund, subject to certain limitations approved by the Trust’s Board of Trustees. Prior to the Reorganization, the Acquired Fund paid transfer agent fees to OFI Global Asset Management, Inc. and Shareholder Services, Inc. For the six months ended October 31, 2019, expenses incurred under these agreements are shown in the Statement of Operations as Transfer and shareholder servicing agent fees.
The Trust has entered into master distribution agreements with Invesco Distributors, Inc. (“IDI”) to serve as the distributor for the Class A, Class C, Class R, Class Y, Class R5 and Class R6 shares of the Fund. The Trust has adopted plans pursuant to Rule12b-1 under the 1940 Act with respect to the Fund’s Class A, Class C and Class R shares (collectively the “Plan”). The Fund, pursuant to the Class A Plan, reimburses IDI in an amount up to an annual rate of 0.25% of the average daily net assets of Class A shares. The Fund pursuant to the Class C and Class R Plan, pays IDI compensation at the annual rate of 1.00% of the average daily net assets of Class C shares and 0.50% of the average daily net assets of Class R shares. The fees are accrued daily and paid monthly. Of the Plan payments, up to 0.25% of the average daily net assets of each class of shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plan would constitute an asset-based sales charge. Rules of the Financial Industry Regulatory Authority (“FINRA”) impose a cap on the total sales charges, including asset-based sales charges, that may be paid by any class of shares of the Fund plans. Prior to the Reorganization, the Acquired Fund paid distribution fees to OppenheimerFunds Distributor, Inc. For the six months ended October 31, 2019, expenses incurred under the plans are shown in the Statement of Operations as Distribution and service plan fees.
Front-end sales commissions and CDSC (collectively, the “sales charges”) are not recorded as expenses of the Fund.Front-end sales commissions are deducted from proceeds from the
33 INVESCO OPPENHEIMER REAL ESTATE FUND
NOTES TO FINANCIAL STATEMENTSUnaudited / Continued
sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the six months ended October 31, 2019, IDI advised the Fund that IDI retained $23,249infront-end sales commissions from the sale of Class A shares and $657 from Class C shares for CDSC imposed on redemptions by shareholders. From the beginning of the fiscal year to the date of the Reorganization, OppenheimerFunds Distributor, Inc. retained $3,877 in front–end sales commissions from the sale of Class A shares and $4 and $171 from Class A and Class C shares, respectively, for CDSC imposed on redemption by shareholders.
Certain officers and trustees of the Trust are officers and directors of the Adviser, IIS and/or IDI.
Note 3 – Additional Valuation Information
As of October 31, 2019, all of the securities in this Fund were valued based on Level 1 inputs (see the Schedule of Investments for security categories). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.
Note 4 – Trustee and Officer Fees and Benefits
The Fund has adopted an unfunded retirement plan (the “Plan”) for the Fund’s Independent Trustees. Benefits are based on years of service and fees paid to each Trustee during their period of service. The Plan was frozen with respect to adding new participants effective December 31, 2006 (the “Freeze Date”) and existing Plan Participants as of the Freeze Date will continue to receive accrued benefits under the Plan. Active Independent Trustees as of the Freeze Date have each elected a distribution method with respect to their benefits under the Plan.
During the reporting period, the Fund’s projected benefit obligations, payments to retired Trustees and accumulated liability were as follows:
| | | | |
Projected Benefit Obligations Increased | | $ | 997 | |
Payments Made to Retired Trustees | | | — | |
Accumulated Liability as of October 31, 2019 | | | 18,330 | |
Certain trustees have executed a Deferred Compensation Agreement pursuant to which they have the option to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Fund. For purposes of determining the amount owed to the Trustee under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of the Fund or in other Invesco and/or Invesco Oppenheimer funds selected by the Trustee. The Fund purchases shares of the funds selected for deferral by the Trustee in amounts equal to his or her deemed investment, resulting in a Fund asset equal
34 INVESCO OPPENHEIMER REAL ESTATE FUND
to the deferred compensation liability. Such assets are included as a component of “Other” within the asset section of the Statement of Assets and Liabilities. Deferral of Trustees’ fees under the plan will not affect the net assets of the Fund and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the compensation deferral plan.
Note 5 – Cash Balances
The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with Citibank, N.A., the custodian bank. Such balances, if any atperiod-end, are shown in the Statement of Assets and Liabilities under the payable caption Amount due to custodian. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (1) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (2) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and Invesco, not to exceed the contractually agreed upon rate.
Note 6 – Investment Transactions
The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during thesix months ended October 31, 2019 was $248,265,515 and $319,319,053, respectively. Cost of investments, including any derivatives, on a tax basis includes the adjustments for financial reporting purposes as of the most recently completed federal income tax reportingperiod-end.
| | | | |
Unrealized Appreciation (Depreciation) of Investments on a Tax Basis | |
Aggregate unrealized appreciation of investments | | $ | 271,787,575 | |
Aggregate unrealized (depreciation) of investments | | | (7,680,137) | |
| | | | |
Net unrealized appreciation of investments | | $ | 264,107,438 | |
| | | | |
Cost of investments for tax purposes is $779,988,434.
Note 7 – Share Information
Transactions in shares of beneficial interest were as follows:
| | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended October 31, 20191
| | | | | Year Ended April 30, 2019 | |
| | Shares | | Amount | | | | | | Shares | | | Amount | |
Class A | | | | | | | | | | | | | | | | | | | | |
Sold | | | 959,587 | | | $ | 25,857,211 | | | | | | | | 1,698,408 | | | $ | 41,748,492 | |
Automatic conversion Class C to Class A shares | | | 673,925 | | | | 17,334,871 | | | | | | | | 717,148 | | | | 17,323,798 | |
Dividends and/or distributions reinvested | | | 98,984 | | | | 2,696,745 | | | | | | | | 717,148 | | | | 17,323,798 | |
Redeemed | | | (1,886,776 | ) | | | (50,553,583 | ) | | | | | | | (4,295,586 | ) | | | (104,654,063 | ) |
| | | | |
Net increase (decrease) | | | (154,280 | ) | | $ | (4,664,756 | ) | | | | | | | (1,880,030 | ) | | $ | (45,581,773 | ) |
| | | | |
35 INVESCO OPPENHEIMER REAL ESTATE FUND
NOTES TO FINANCIAL STATEMENTSUnaudited / Continued
| | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended October 31, 20191
| | | | | Year Ended April 30, 2019 | |
| | Shares | | Amount | | | | | | Shares | | | Amount | |
Class B | | | | | | | | | | | | | | | | | | | | |
Sold | | | — | | | $ | — | | | | | | | | — | | | $ | — | |
Dividends and/or distributions reinvested | | | — | | | | — | | | | | | | | — | | | | — | |
Redeemed2 | | | — | | | | — | | | | | | | | (24,524 | ) | | | (565,138 | ) |
| | | | |
Net increase (decrease) | | | — | | | $ | — | | | | | | | | (24,524 | ) | | $ | (565,138 | ) |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Class C | | | | | | | | | | | | | | | | | | | | |
Sold | | | 114,745 | | | $ | 2,979,594 | | | | | | | | 378,086 | | | $ | 8,962,832 | |
Dividends and/or distributions reinvested | | | 6,484 | | | | 171,821 | | | | | | | | 123,264 | | | | 2,886,244 | |
Automatic conversion | | | (694,566 | ) | | | (17,334,871 | ) | | | | | | | (892,692 | ) | | | (21,132,994 | ) |
Class C to Class A shares Redeemed | | | (429,461 | ) | | | (11,157,381 | ) | | | | | | | (892,692 | ) | | | (21,132,994 | ) |
| | | | |
Net increase (decrease) | | | (1,002,798 | ) | | $ | (25,340,837 | ) | | | | | | | (391,342 | ) | | $ | (9,283,918 | ) |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Class R | | | | | | | | | | | | | | | | | | | | |
Sold | | | 338,683 | | | $ | 9,102,027 | | | | | | | | 677,880 | | | $ | 16,605,178 | |
Dividends and/or distributions reinvested | | | 18,059 | | | | 489,700 | | | | | | | | 155,102 | | | | 3,725,863 | |
Redeemed | | | (480,226 | ) | | | (12,781,680 | ) | | | | | | | (1,163,237 | ) | | | (28,315,055 | ) |
| | | | |
Net increase (decrease) | | | (123,484 | ) | | $ | (3,189,953 | ) | | | | | | | (330,255 | ) | | $ | (7,984,014 | ) |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Class Y | | | | | | | | | | | | | | | | | | | | |
Sold | | | 595,155 | | | $ | 16,179,085 | | | | | | | | 1,535,284 | | | $ | 38,071,340 | |
Dividends and/or distributions reinvested | | | 40,683 | | | | 1,121,126 | | | | | | | | 309,375 | | | | 7,565,450 | |
Redeemed | | | (1,423,499 | ) | | | (38,440,129 | ) | | | | | | | (3,822,874 | ) | | | (94,393,097 | ) |
| | | | |
Net increase (decrease) | | | (787,661 | ) | | $ | (21,139,918 | ) | | | | | | | (1,978,215 | ) | | $ | (48,756,307 | ) |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Class R53 | | | | | | | | | | | | | | | | | | | | |
Sold | | | 385 | | | $ | 10,000 | | | | | | | | — | | | $ | — | |
Dividends and/or distributions reinvested | | | — | | | | — | | | | | | | | — | | | | — | |
Redeemed | | | — | | | | — | | | | | | | | — | | | | — | |
| | | | |
Net increase (decrease) | | | 385 | | | $ | 10,000 | | | | | | | | — | | | $ | — | |
| | | | |
| | | | | | | | | | | | | | | | | | | | |
Class R6 | | | | | | | | | | | | | | | | | | | | |
Sold | | | 642,444 | | | $ | 17,418,184 | | | | | | | | 6,007,498 | | | $ | 148,165,427 | |
Dividends and/or distributions reinvested | | | 107,067 | | | | 2,945,248 | | | | | | | | 594,313 | | | | 14,511,764 | |
Redeemed | | | (1,649,761 | ) | | | (44,646,750 | ) | | | | | | | (4,233,799 | ) | | | (103,377,090 | ) |
| | | | |
Net increase (decrease) | | | (900,250 | ) | | $ | (24,283,318 | ) | | | | | | | 2,368,012 | | | $ | 59,300,101 | |
| | | | |
1. There are entities that are record owners of more than 5% of the outstanding shares of the Fund and own 6% of the outstanding shares of the Fund. IDI has an agreement with these entities to sell Fund shares. The Fund, Invesco and/or Invesco affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, Invesco and/or Invesco affiliates, including but not limited to services such as securities brokerage, distribution, third party record keeping and account servicing. The Fund has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially.
In addition, 12% of the outstanding shares of the Fund are owned by the Adviser or an affiliate of the Adviser.
2. All outstanding Class B shares converted to Class A shares on June 1, 2018.
36 INVESCO OPPENHEIMER REAL ESTATE FUND
3. Commencement date after the close of business on May 24, 2019.
Note 8 – Borrowings
Joint Credit Facility.A number of mutual funds managed by the Adviser participate in a $1.95 billion revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with atypical redemption activity. Expenses and fees related to the Facility are paid by the participating funds and are disclosed separately or as other expenses on the Statement of Operations. The Fund did not utilize the Facility during the reporting period.The Facility terminated May 24, 2019.
Note 9 – Independent Registered Public Accounting Firm
The Audit Committee of the Board of Trustees appointed, and the Board of Trustees ratified and approved, PricewaterhouseCoopers LLP (“PwC”) as the independent registered public accounting firm of the Fund for the fiscal periods ending after May 24, 2019. Prior to the close of business on May 24, 2019, the Predecessor Fund was a separate series of an unaffiliated investment company and its financial statements were audited by a different independent registered public accounting firm (the “Prior Auditor”).
Effective after the close of business on May 24, 2019, the Prior Auditor resigned as the independent registered public accounting firm of the Fund. The Prior Auditor’s report on the financial statements of the Predecessor Fund for the past two fiscal years did not contain an adverse or disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles. During the Predecessor Fund’s two most recent fiscal years and through the close of business on May 24, 2019, there were no (1) disagreements with the Prior Auditor on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the Prior Auditor’s satisfaction, would have caused it to make reference to that matter in connection with its report; or (2) “reportable events,” as that term is defined in Item 304(a)(1)(v) of RegulationS-K under the Securities Exchange Act of 1934.
Note 10 – Subsequent Event
The Board of Trustees unanimously approved an Agreement and Plan of Reorganization (the “Agreement”) pursuant to which Invesco Oppenheimer Real Estate Fund (the “Fund”) would transfer all of its assets and liabilities to Invesco Real Estate Fund (the “Acquiring Fund”).
Upon closing of the reorganization, shareholders of the Fund will receive a corresponding class of shares of the Acquiring Fund in exchange for their shares of the Fund and the Fund will liquidate and cease operations.
37 INVESCO OPPENHEIMER REAL ESTATE FUND
APPROVAL OF INVESTMENT ADVISORY ANDSUB-ADVISORY CONTRACTS
At meetings held on December 14, 2018, the Board of Trustees (the Board or the Trustees) of AIM Counselor Series Trust (Invesco Counselor Series Trust) (the Trust) as a whole, and the independent Trustees, who comprise over 75% of the Board, voting separately, approved (i) an amendment to the Trust’s Master Investment Advisory Agreement with Invesco Advisers, Inc. (Invesco Advisers and the investment advisory agreement) to add Invesco Oppenheimer Real Estate Fund (the Fund), (ii) an amendment to the Master IntergroupSub-Advisory Contract for Mutual Funds with Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. to add the Fund, (iii) an amendment to the separatesub-advisory contract with Invesco Capital Management LLC to add the Fund, (iv) an amendment to the separatesub-advisory contract with Invesco Asset Management (India) Private Limited to add the Fund, (v) an initialsub-advisory contract with OppenheimerFunds, Inc. (collectively, the AffiliatedSub-Advisers), and (vi) an initialsub-advisory contract with Barings, LLC (Barings) (collectively, thesub-advisory contracts). Additionally, on March 26, 2019, the Boardre-approved an initialsub-advisory contract with OppenheimerFunds, Inc. following its change of control as a result of the acquisition of OppenheimerFunds, Inc. and its subsidiaries, including the Oppenheimer mutual funds (each, an Oppenheimer Fund), by Invesco Ltd. (the OFI Transaction). After evaluating the factors discussed below, among others, the Board approved the Fund’s investment advisory agreement and thesub-advisory contracts and determined that the compensation payable by the Fund to Invesco Advisers and by Invesco Advisers to the AffiliatedSub-Advisers and Barings is fair and reasonable.
The Board’s Evaluation Process
The Board noted that it had previously approved establishing the Fund at the Board meeting held on October 23, 2018 and that the Fund was formed to acquire the assets and liabilities of an Oppenheimer Fund (the Acquired Fund) with the same investment objective and substantially similar principal investment strategies and risks. At the time of approval, the Fund had no assets and no performance history and the portfolio managers were not employed by Invesco Advisers or any of the AffiliatedSub-Advisers, but were employed by Barings.
In approving the investment advisory agreement andsub-advisory contracts, the Board followed a process similar to the process that it follows in annually reviewing and approving investment advisory agreements andsub-advisory contracts for the series portfolios of funds advised by Invesco Advisers and considered the information provided in the most recent annual review process for those funds as well as the information provided with respect to the Fund. With respect to Barings, the Board considered the information provided to the Board of Trustees of the Acquired Fund in connection with its most recent annual review process for the Acquired Fund, as well as a representation from Barings that there had been no material changes to that information that would be relevant to the Board’s consideration
38 INVESCO OPPENHEIMER REAL ESTATE FUND
of thesub-advisory contract with respect to the Fund. As part of the approval process, the Board reviewed and considered information provided in response to detailed requests for information submitted to management by the independent Trustees with assistance from legal counsel to the independent Trustees. The Board reviewed comparative investment performance and fee data prepared by Invesco Advisers and an independent mutual fund data provider. The Board was assisted in its review by the Senior Officer, an officer of the Invesco Funds who reports directly to the independent Trustees, and by independent legal counsel.
The discussion below serves as a summary of the material factors and related conclusions that formed the basis for the Board’s approval of the Fund’s investment advisory agreement andsub-advisory contracts. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them and are not the result of any single determinative factor. Moreover, one Trustee may have weighed a particular piece of information or factor differently than another Trustee. This information is current as of December 14, 2018 and March 26, 2019 for thesub-advisory contract with OppenheimerFunds, Inc.
Factors and Conclusions and Summary of Independent Written Fee Evaluation
A. Nature, Extent and Quality of Services Provided by Invesco Advisers, the Affiliated Sub-Advisers and Barings
The Board reviewed the nature, extent and quality of the advisory services to be provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, and the credentials and experience of the officers and employees of Invesco Advisers who will provide these services. The Board’s review included consideration of the investment process oversight and structure, credit analysis and investment risk management to be employed in providing advisory services to the Fund. The Board also considerednon-advisory services that Invesco Advisers and its affiliates provide to the Invesco Funds and will provide to the Fund, such as various back office support functions, third party oversight, internal audit, valuation, portfolio trading and legal and compliance. The Board also received and reviewed information about Invesco Advisers’ role as administrator of the Invesco Funds’ liquidity risk management program. The Board also reviewed and considered the benefits to shareholders of investing in a fund that is part of the Invesco family of funds under the umbrella of Invesco Ltd., Invesco Advisers’ parent company, and noted Invesco Ltd.’s depth and experience in conducting an investment management business, as well as its commitment of financial and other resources to such business. The Board reviewed and considered information about the resources that Invesco Advisers intends to continue to commit to managing the Invesco family of funds, including the Fund, following the OFI Transaction. The Board concluded that the nature, extent and quality of the services to be provided to the Fund by Invesco Advisers are appropriate and satisfactory.
39 INVESCO OPPENHEIMER REAL ESTATE FUND
APPROVAL OF INVESTMENT ADVISORY ANDSUB-ADVISORY CONTRACTSContinued
The Board reviewed the services that may be provided by the AffiliatedSub-Advisers and Barings under thesub-advisory contracts and the credentials and experience of the officers and employees of the AffiliatedSub-Advisers and Barings who provide these services. The Board noted the AffiliatedSub-Advisers’ and Barings’ expertise with respect to certain asset classes and that the AffiliatedSub-Advisers and Barings have offices and personnel that are located in financial centers around the world. As a result, the Board noted that the AffiliatedSub-Advisers can provide research and investment analysis on the markets and economies of various countries in which the Fund may invest, make recommendations regarding securities and assist with security trades. The Board noted that Barings can provide research, security selection and portfolio management services specific to real estate securities but does not currently provide certain trading and oversight services to the Fund. The Board concluded that thesub-advisory contracts may benefit the Fund and its shareholders by permitting Invesco Advisers to use the resources and talents of the AffiliatedSub-Advisers and Barings in managing the Fund. The Board concluded that the nature, extent and quality of the services that may be provided by the AffiliatedSub-Advisers and Barings are appropriate and satisfactory.
B. Fund Investment Performance
The Board noted that the Fund would continue the historical performance information of the Acquired Fund following the consummation of the OFI Transaction. The Board considered the performance of the Acquired Fund and the fact that, at the closing of the OFI Transaction, management anticipates that the Fund will be managed pursuant to substantially similar investment strategies and by substantially the same portfolio management team as managed the Acquired Fund.
The Board compared the Fund’s investment performance over multiple time periods ending December 31, 2017 to the performance of funds in the Morningstar performance universe and against the Fund’s benchmark index. The Trustees also reviewed more recent Fund performance and this review did not change their conclusions.
C. Advisory andSub-Advisory Fees and Fund Expenses
The Board compared the Fund’s contractual management fee rate to the contractual management fee rates of funds in the Fund’s Morningstar expense group. The Board also considered comparative information regarding the Fund’s total expense ratio and its various components.
The Board noted that Invesco Advisers has contractually agreed to waive fees and/or limit expenses of the Fund for at least two years from the closing date of the OFI Transaction in an amount necessary to limit total annual operating expenses to a specified percentage of
40 INVESCO OPPENHEIMER REAL ESTATE FUND
average daily net assets for each class of the Fund.
The Board also considered the fees charged by Invesco Advisers, the AffiliatedSub-Advisers and Barings to other similarly managed client accounts. The Board noted that Invesco Advisers, the AffiliatedSub-Advisers, or Barings may charge lower fees to large institutional clients. Invesco Advisers reviewed with the Board differences in the scope of services it provides to the Invesco Funds relative to certain other types of client accounts, including management of cash flows as a result of redemptions and purchases, necessary infrastructure such as officers, office space, technology, legal and distribution, oversight of service providers, costs and business risks associated with launching new funds and sponsoring and maintaining the product line, preparation of annual registration statement updates and financial information and compliance with federal and state laws and regulations.
The Board also compared the Fund’s effective advisory fee rate (the advisory fee rate after advisory fee waivers and before other expense limitations/waivers) to the effective advisory fee rates of other similarly managed third-party mutual funds advised orsub-advised by Invesco Advisers and its affiliates, based on asset balances as of December 31, 2017.
The Board also considered the services that may be provided by the AffiliatedSub-Advisers and Barings pursuant to thesub-advisory contracts, as well as the fees payable by Invesco Advisers to the AffiliatedSub-Advisers and Barings pursuant to thesub-advisory contracts. The Board noted that Invesco Advisers retains overall responsibility for, and provides services to,sub-advised Invesco Funds, including oversight of the AffiliatedSub-Advisers and Barings as well as the additional services described herein other thanday-to-day portfolio management.
D. Economies of Scale and Breakpoints
The Board considered the extent to which there may be economies of scale in the provision of advisory services to the Fund. The Board considered Invesco’s reinvestment in its business, including investments in business infrastructure and cybersecurity. The Board also considered that the Fund may benefit from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule, which generally operate to reduce the Fund’s expense ratio as it grows in size. The Board noted that the Fund will share directly in economies of scale through lower fees charged by third party service providers based on the combined size of the Invesco Funds. The Board noted that the Fund may also benefit from economies of scale through initial fee setting, fee waivers and expense reimbursements.
E. Profitability and Financial Resources
The Board reviewed information from the 2018 contract renewal process provided by Invesco Advisers concerning the costs of the advisory and other services that Invesco
41 INVESCO OPPENHEIMER REAL ESTATE FUND
APPROVAL OF INVESTMENT ADVISORY ANDSUB-ADVISORY CONTRACTSContinued
Advisers and its affiliates provide to the Invesco Funds and the profitability of Invesco Advisers and its affiliates in providing these services. The Board considered the methodology used for calculating profitability and noted the periodic review of such methodology by an independent consultant. The Board noted that Invesco Advisers will continue to operate at a net profit from services Invesco Advisers and its affiliates provide to the Invesco Funds. The Board did not deem the level of profits realized by Invesco Advisers and its affiliates from providing services to the Invesco Funds, and the profits estimated to be realized by the Fund, to be excessive given the nature, extent and quality of the services provided. The Board also considered information provided regarding the profitability of Barings in providing portfolio management and other services to the Fund. The Board received information from Invesco Advisers demonstrating that Invesco Advisers, the AffiliatedSub-Advisers and Barings are financially sound and have the resources necessary to perform their obligations under the investment advisory agreement andsub-advisory contracts.
F. Collateral Benefits to Invesco Advisers and its Affiliates
The Board considered various other benefits to be received by Invesco Advisers and its affiliates from the relationship with the Fund, including the fees to be received for providing administrative, transfer agency and distribution services to the Fund. The Board considered the performance of Invesco Advisers and its affiliates in providing these services to other
Invesco Funds and the organizational structure employed to provide these services. The Board also considered that these services will be provided to the Fund pursuant to written contracts that are reviewed and approved on an annual basis by the Board; and that the services are required for the operation of the Fund.
The Board considered the benefits realized by Invesco Advisers and the Affiliated Sub-Advisers as a result of portfolio brokerage transactions executed through “soft dollar” arrangements. The Board noted that Barings does not currently participate in soft dollar arrangements for the Fund.
The Board considered that the Fund’s uninvested cash and cash collateral from any securities lending arrangements may be invested in money market funds advised by Invesco Advisers pursuant to procedures approved by the Board. The Board considered that Invesco Advisers will receive advisory fees from these affiliated money market funds attributable to such investments, although Invesco Advisers has contractually agreed to waive through varying periods the advisory fees payable by the Invesco Funds with respect to certain investments in the affiliated money market funds. The waiver is in an amount equal to 100% of the net advisory fee Invesco Advisers will receive from the affiliated money market funds with respect to the Fund’s investment in the affiliated money market funds of uninvested cash, but not cash collateral. The Board concluded that the amount of advisory fees to be received by Invesco Advisers from the Fund’s investment of cash collateral from any securities lending arrangements in the affiliated money market funds is fair and reasonable.
42 INVESCO OPPENHEIMER REAL ESTATE FUND
The Board also considered that an affiliated broker may receive commissions for executing certain trades for the Fund. Invesco Advisers and the AffiliatedSub-Advisers may use the affiliated broker to, among other things, control order routing and minimize information leakage, and the Board was advised that such trades will be executed in compliance with rules under the federal securities laws and consistent with best execution obligations.
43 INVESCO OPPENHEIMER REAL ESTATE FUND
PORTFOLIO PROXY VOTING POLICIES AND GUIDELINES;
UPDATES TO SCHEDULE OF INVESTMENTS
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Invesco mailing information
Send general correspondence to Invesco Investment Services, Inc., P.O. Box 219078, Kansas City, MO 64121-9078.
Important notice regarding delivery of security holder documents
To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800 959 4246 or contact your financial institution. We will begin sending you individual copies for each account within 30 days after receiving your request.
Fund holdings and proxy voting information
The Fund provides a complete list of its holdings four times in each fiscal year, at the quarter ends. For the second and fourth quarters, the lists appear in the Fund’s semiannual and annual reports to shareholders. For the first and third quarters, the Fund files the lists with the Securities and Exchange Commission (SEC) as an exhibit to its reports on FormN-PORT. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s FormsN-PORT on the SEC website at sec.gov.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, from our Client Services department at 800 959 4246 or at invesco.com/proxyguidelines. The information is also available on the SEC website, sec.gov.
Information regarding how the Fund voted proxies related to its portfolio securities during the most recent12-month period ended June 30 is available at invesco.com/proxysearch. The information is also available on the SEC website, sec.gov.
Invesco Advisers, Inc. is an investment adviser; it provides investment advisory services to individual and institutional clients and does not sell securities. Invesco Distributors, Inc. is the US distributor for Invesco Ltd.’s retail mutual funds, exchange-traded funds and institutional money market funds. Both are wholly owned, indirect subsidiaries of Invesco Ltd.
44 INVESCO OPPENHEIMER REAL ESTATE FUND
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By visiting this Website, you are accepting the practices described in this Privacy Policy. If you do not agree to this policy, you may not use this Website. This Privacy Policy is subject to change without notice, from time to time in our sole discretion. You acknowledge that by accessing the Website after we have posted changes to this Privacy Policy, you are agreeing to this Privacy Policy as modified. Please review the Terms of Use1 to learn of other terms and conditions applicable to your use of the Website.
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This Privacy Policy was last updated on May 6, 2018.
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We collect personal information you choose to submit to the Website in order to process transactions requested by you and meet our contractual obligations. For example, you can choose to provide your name, contact information, social security number, or tax identification number in connection with accessing your account, or you can choose to provide your personal information when you fill out a secure account question form. Any information collected about you from the Website can, from time to time, be associated with other identifying information we have about you.
In addition, we may gather information about you automatically through your use of the Website, e.g. your IP address, how you navigate the Website, the organization from which you are accessing the Website, and the websites that you access before and after you visit the Website.
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From time to time, we use or augment the personal information we have about you with information obtained from third parties. For example, we use third party information to confirm contact or financial information or to better understand your interests by associating demographic information from third parties with the information you have provided.
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We use your personal information to respond to your inquiries and provide the products and services you request. We also use your information from time to time to deliver the content and services we believe
1NTD
45 INVESCO OPPENHEIMER REAL ESTATE FUND
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| | INVESCO’S PRIVACY NOTICEContinued |
| | |
you will find the most relevant and to provide customer service and support.
We also use the information you provide to further develop and improve our products and services. We aggregate and/orde-identify data about visitors to the Website for various business purposes including product and service development and improvement activities.
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We collaborate with other companies and individuals to perform services for us and on our behalf and we collaborate with our affiliates, other companies and individuals with respect to particular products or services (“Providers”). Examples of Providers include data analysis firms, customer service and support providers, email and SMS vendors, andweb-hosting and development companies. Some Providers collect information for us or on our behalf on our Website. These Providers can be provided with access to personal information needed to perform their functions.
We reserve the right to disclose your personal information as required by law, when we believe disclosure is necessary to comply with a regulatory requirement, judicial proceeding, court order or legal process served on us, to protect the safety, rights or property of our customers, the public or Invesco or to enforce the Terms of Use.
If we sell or transfer a business unit (such as a subsidiary) or an asset (such as a website) to another company, we will share your personal information with such company. You will receive notice of such an event and the new entity will inform you of any changes to the practices in this Privacy Policy. If the new entity wishes to make additional use of your information, you have the right to decline such use at that time.
We occasionally disclose aggregate orde-identified data that is not personally identifiable with third parties.
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Invesco and its Providers collect information about you by using cookies, tracking pixels and other technologies. We use this information to better understand, customize and improve user experience with our websites, services and offerings as well as to manage our advertising. For example, we use web analytics services that use these technologies to gather information to help us understand how visitors engage with and navigate our Website, e.g., how and when pages in a site are visited and by how many visitors. We are also able to offer our visitors a more customized, relevant experience on our sites using these technologies by delivering content and functionality based on your preferences and interests.
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46 INVESCO OPPENHEIMER REAL ESTATE FUND
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Invesco Ltd.
1555 Peachtree St. NE
Atlanta, GA 30309
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(404)962-8288
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Anne.Gerry@invesco.com
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47 INVESCO OPPENHEIMER REAL ESTATE FUND
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| | INVESCO’S PRIVACY NOTICE Continued |
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48 INVESCO OPPENHEIMER REAL ESTATE FUND
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Invesco mailing information
Send general correspondence to Invesco Investment Services, Inc., P.O. Box 219078, Kansas City, MO 64121-9078.
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| | Invesco Distributors, Inc. | | O-REA-SAR-1 12272019 |
Item 2. Code of Ethics.
Not required for a semiannual report
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
During the reporting period, PricewaterhouseCoopers LLC (“PwC”) advised the Audit Committee of the following matters for consideration under the SEC’s auditor independence rules. PwC advised the Audit Committee that a PwC Senior Associate, a PwC Manager and a PwC Director each held financial interests in investment companies within the Invesco Fund Complex that were inconsistent with the requirements of Rule2-01(c)(1) of RegulationS-X. PwC noted, among other things, that during the time of its audit, the engagement team was not aware of the investments (or with respect to the PwC Senior Associate and one PwC Manager. was not aware until after the investments were confirmed as SEC exceptions), the individuals were not in the chain of command of the audit or the audit partners of Invesco or the affiliate of the Registrant, the services each individual provided were not relied upon by the audit engagement team with respect to the audit of the Registrant or its affiliates (or with respect to the PwC Senior Associate, the services were performed by an individual who did not have decision-making responsibilities for matters that materially affected the audit and were reviewed by team members at least two levels higher than the PwC Senior Associate), and the investments were not material to the net worth of each individual or their respective immediate family members which PwC considered in reaching its conclusion. PwC advised the Audit Committee that it believes its objectivity and impartiality had not been adversely affected by these matters as they related to the audit of the Registrant.
On May 24, 2019, certain investment advisor subsidiaries of Invesco Ltd. assumed management responsibility from Oppenheimer Funds, Inc. (“OFI”) for 83open-end mutual funds and 20 exchange-traded funds (collectively, the “Oppenheimer Funds”). Assumption of management responsibility for the Oppenheimer Funds was accomplished through the reorganization of each Oppenheimer Fund into a new Invesco shell fund (collectively, the “New Invesco Funds”) that did not havepre-existing assets (together, the “Reorganizations”). The Reorganizations were part of the acquisition by Invesco Ltd. (together with its subsidiaries, “Invesco”) of the asset management business of OFI (including the Oppenheimer Funds) from Massachusetts Mutual Life Insurance Company (“MassMutual”), which was also consummated on May 24, 2019 (the “Acquisition”). Subsequent to the Acquisition, MassMutual became a significant shareholder of Invesco, and the Invesco Ltd. board of directors expanded by one director with the addition of a director selected by MassMutual.
Prior to the consummation of the Acquisition and the Reorganizations on May 24, 2019, PwC completed an independence assessment to evaluate the services and relationships with OFI and its affiliates, which became affiliates of Invesco upon the closing of the Acquisition. The assessment identified the following relationship and services that are inconsistent with the auditor independence rules under Rule2-01 of RegulationS-X (“Rule2-01”) if provided to an affiliate of an audit client. A retired PwC partner who receives a benefit from PwC that is not fully funded,
served as a member of Audit Committee of the Boards of Trustees of certain Oppenheimer Funds prior to the Acquisition (the“Pre-Reorganization Relationship”). Additionally, PwC provided certainnon-audit services including, expert legal services to one Oppenheimer Fund, custody of client assets in connection with payroll services, anon-audit service performed pursuant to a success-based fee,non-audit services in which PwC acted as an advocate on behalf of a MassMutual foreign affiliate and certain employee activities undertaken in connection with the provision ofnon-audit services for MassMutual and certain MassMutual foreign affiliates (collectively, the“Pre-Reorganization Services”).
PwC and the Audit Committees of the New Invesco Funds each considered the impact that thePre-Reorganization Relationship and Services have on PwC’s independence with respect to the New Invesco Funds. On the basis of the nature of the relationship and services performed, and in particular the mitigating factors described below, PwC concluded that a reasonable investor, possessing knowledge of all the relevant facts and circumstances regarding thePre-Reorganization Relationship and Services, would conclude that thePre-Reorganization Relationship and Services do not impair PwC’s ability to exhibit the requisite objectivity and impartiality to report on the financial statements of the New Invesco Funds for the years ending May 31, 2019 – April 30, 2020 (“PwC’s Conclusion”).
The Audit Committees of the Boards of Trustees of the New Invesco Funds, based upon PwC’s Conclusion and the concurrence of Invesco, considered the relevant facts and circumstances including the mitigating factors described below and, after careful consideration, concluded that PwC is capable of exercising objective and impartial judgment in connection with its audits of the financial statements of the New Invesco Funds that the respective Boards of Trustees oversee.
Mitigating factors that PwC and the Audit Committees considered in reaching their respective conclusions included, among others, the following factors:
● | | none of thePre-Reorganization Relationship or Services created a mutuality of interest between PwC and the New Invesco Funds; |
● | | PwC will not act in a management or employee capacity for the New Invesco Funds or their affiliates during any portion of PwC’s professional engagement period; |
● | | other than the expert legal services,Pre-Reorganization Services that have been provided to OFI, MassMutual and their affiliates do not have any impact on the financial statements of the New Invesco Funds; |
● | | as it relates to the expert legal services, while the service provided by PwC related to litigation involving one Oppenheimer Fund, the impact of the litigation on the Oppenheimer Fund’s financial statements was based upon OFI’s decision, and OFI management represented that the PwC service was not considered a significant component of its decision; |
● | | while certain employees of OFI who were involved in the financial reporting process of the Oppenheimer Funds will be employed by Invesco subsequent to the Reorganizations, existing officers of other Invesco Funds will serve as Principal Executive Officer and Principal Financial Officer or equivalent roles for the New Invesco Funds, and are ultimately responsible for the accuracy of all financial statement assertions for the entirety of the financial reporting periods for the New Invesco Funds; |
● | | thePre-Reorganization Services giving rise to the lack of independence were provided to, or entered into with, OFI, MassMutual and their affiliates at a time when PwC had no independence restriction with respect to these entities; |
● | | with the exception of the expert legal service provided to one Oppenheimer Fund, none of thePre-Reorganization Services affected the operations or financial reporting of the New Invesco Funds; |
● | | thePre-Reorganization Services provided by PwC to OFI, MassMutual and their affiliates were performed by persons who were not, and will not be, part of the audit engagement team for the New Invesco Funds; and |
● | | the fees associated with thePre-Reorganization Services were not material to MassMutual, Invesco or PwC. |
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments.
Investments in securities of unaffiliated issuers is included as part of the reports to stockholders filed under Item 1 of this Form.
Item 7. Disclosure of Proxy Voting Policies and Procedures forClosed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers ofClosed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities byClosed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
None
Item 11. Controls and Procedures.
| (a) | As of December 18, 2019, an evaluation was performed under the supervision and with the participation of the officers of the Registrant, including the PEO and PFO, to assess the effectiveness of the Registrant’s disclosure controls and procedures, as that term is defined in Rule30a-3(c) under the Investment Company Act of 1940 (the “Act”), as amended. Based on that evaluation, the Registrant’s officers, including the PEO and PFO, concluded |
| that, as of December 18, 2019, the Registrant’s disclosure controls and procedures were reasonably designed to ensure: (1) that information required to be disclosed by the Registrant on FormN-CSR is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the Securities and Exchange Commission; and (2) that material information relating to the Registrant is made known to the PEO and PFO as appropriate to allow timely decisions regarding required disclosure. |
| (b) | There have been no changes in the Registrant’s internal control over financial reporting (as defined in Rule30a-3(d) under the Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
Item 12. Disclosure of Securities Lending Activities forClosed-End Management Investment Companies.
Not applicable.
Item 13. Exhibits.
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13(a) (1) | | Not applicable. |
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13(a) (2) | | Certifications of principal executive officer and principal financial officer as required by Rule30a-2(a) under the Investment Company Act of 1940. |
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13(a) (3) | | Not applicable. |
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13(a) (4) | | Registrant’s Independent Public Accountant, attached as Exhibit 99. ACCT |
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13(b) | | Certifications of principal executive officer and principal financial officer as required by Rule30a-2(b) under the Investment Company Act of 1940. |
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.
Registrant: AIM Counselor Series Trust (Invesco Counselor Series Trust)
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By: | | /s/ Sheri Morris |
| | Sheri Morris |
| | Principal Executive Officer |
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Date: | | January 3, 2020 |
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.
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By: | | /s/ Sheri Morris |
| | Sheri Morris |
| | Principal Executive Officer |
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Date: | | January 3, 2020 |
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By: | | /s/ Kelli Gallegos |
| | Kelli Gallegos |
| | Principal Financial Officer |
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Date: | | January 3, 2020 |