UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21922
RS Variable Products Trust
(Exact name of registrant as specified in charter)
| | |
One Bush Street, Suite 900 San Francisco, CA | | 94104 |
(Address of principal executive offices) | | (Zip code) |
Matthew H. Scanlan
c/o RS Investments
One Bush Street, Suite 900
San Francisco, CA 94104
(Name and address of agent for service)
Registrant’s telephone number, including area code: 800-221-3253
Date of fiscal year end: December 31
Date of reporting period: June 30, 2015
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. | Reports to Stockholders. |
The Report to Shareholders is attached herewith.
RS VARIABLE
PRODUCTS TRUST
RS LARGE CAP ALPHA VIP SERIES
| | |
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | $1,000.00 | | | $1,008.50 | | | | $2.74 | | | | 0.55% | |
Based on Hypothetical Return (5% Return Before Expenses) | | $1,000.00 | | | $1,022.07 | | | | $2.76 | | | | 0.55% | |
* | Expenses are equal to the Fund's annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS LARGE CAP ALPHA VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Common Stocks – 99.2% | |
Asset Management & Custodian – 5.0% | |
Franklin Resources, Inc. | | | 639,220 | | | $ | 31,340,957 | |
State Street Corp. | | | 307,860 | | | | 23,705,220 | |
| | | | | | | | |
| | | | | | | 55,046,177 | |
Automobiles – 3.2% | |
General Motors Co. | | | 1,054,420 | | | | 35,143,819 | |
| | | | | | | | |
| | | | | | | 35,143,819 | |
Banks: Diversified – 9.5% | |
Citizens Financial Group, Inc. | | | 1,320,040 | | | | 36,050,292 | |
The PNC Financial Services Group, Inc. | | | 334,740 | | | | 32,017,881 | |
Wells Fargo & Co. | | | 656,200 | | | | 36,904,688 | |
| | | | | | | | |
| | | | | | | 104,972,861 | |
Chemicals: Specialty – 2.1% | |
Praxair, Inc. | | | 194,095 | | | | 23,204,057 | |
| | | | | | | | |
| | | | | | | 23,204,057 | |
Computer Services, Software & Systems – 10.6% | |
Google, Inc., Class A(1) | | | 94,764 | | | | 51,176,351 | |
Microsoft Corp. | | | 1,146,150 | | | | 50,602,522 | |
Oracle Corp. | | | 366,460 | | | | 14,768,338 | |
| | | | | | | | |
| | | | | | | 116,547,211 | |
Diversified Financial Services – 7.2% | |
Citigroup, Inc. | | | 659,560 | | | | 36,434,094 | |
JPMorgan Chase & Co. | | | 627,110 | | | | 42,492,974 | |
| | | | | | | | |
| | | | | | | 78,927,068 | |
Diversified Media – 4.3% | |
Twenty-First Century Fox, Inc., Class A | | | 1,439,215 | | | | 46,839,252 | |
| | | | | | | | |
| | | | | | | 46,839,252 | |
Diversified Retail – 8.9% | |
Dollar General Corp. | | | 501,000 | | | | 38,947,740 | |
Liberty Interactive Corp. QVC Group, Class A(1) | | | 2,118,234 | | | | 58,780,994 | |
| | | | | | | | |
| | | | | | | 97,728,734 | |
Drug & Grocery Store Chains – 4.0% | |
CVS Health Corp. | | | 417,445 | | | | 43,781,632 | |
| | | | | | | | |
| | | | | | | 43,781,632 | |
Foods – 2.1% | |
Mondelez International, Inc., Class A | | | 559,540 | | | | 23,019,476 | |
| | | | | | | | |
| | | | | | | 23,019,476 | |
Gas Pipeline – 3.1% | |
Kinder Morgan, Inc. | | | 903,607 | | | | 34,689,473 | |
| | | | | | | | |
| | | | | | | 34,689,473 | |
Health Care Management Services – 2.9% | |
UnitedHealth Group, Inc. | | | 257,985 | | | | 31,474,170 | |
| | | | | | | | |
| | | | | | | 31,474,170 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Home Building – 2.1% | |
D.R. Horton, Inc. | | | 846,640 | | | $ | 23,164,070 | |
| | | | | | | | |
| | | | | | | 23,164,070 | |
Insurance: Life – 1.8% | |
Prudential Financial, Inc. | | | 224,220 | | | | 19,623,734 | |
| | | | | | | | |
| | | | | | | 19,623,734 | |
Insurance: Multi-Line – 0.6% | |
American International Group, Inc. | | | 113,350 | | | | 7,007,297 | |
| | | | | | | | |
| | | | | | | 7,007,297 | |
Insurance: Property - Casualty – 4.1% | |
FNF Group | | | 539,390 | | | | 19,952,036 | |
The Progressive Corp. | | | 889,210 | | | | 24,746,714 | |
| | | | | | | | |
| | | | | | | 44,698,750 | |
Machinery: Engines – 2.1% | |
Cummins, Inc. | | | 176,455 | | | | 23,149,132 | |
| | | | | | | | |
| | | | | | | 23,149,132 | |
Oil: Crude Producers – 1.8% | |
Concho Resources, Inc.(1) | | | 83,767 | | | | 9,537,711 | |
Noble Energy, Inc. | | | 250,330 | | | | 10,684,084 | |
| | | | | | | | |
| | | | | | | 20,221,795 | |
Oil: Integrated – 6.6% | |
Chevron Corp. | | | 512,190 | | | | 49,410,969 | |
Marathon Oil Corp. | | | 891,493 | | | | 23,660,224 | |
| | | | | | | | |
| | | | | | | 73,071,193 | |
Pharmaceuticals – 10.4% | |
Allergan PLC(1) | | | 135,626 | | | | 41,157,066 | |
Bristol-Myers Squibb Co. | | | 216,090 | | | | 14,378,629 | |
Merck & Co., Inc. | | | 460,211 | | | | 26,199,812 | |
Pfizer, Inc. | | | 991,720 | | | | 33,252,371 | |
| | | | | | | | |
| | | | | | | 114,987,878 | |
Radio & TV Broadcasters – 2.0% | |
Sirius XM Holdings, Inc.(1) | | | 6,009,300 | | | | 22,414,689 | |
| | | | | | | | |
| | | | | | | 22,414,689 | |
Restaurants – 2.1% | |
McDonald’s Corp. | | | 242,810 | | | | 23,083,947 | |
| | | | | | | | |
| | | | | | | 23,083,947 | |
Utilities: Electrical – 2.7% | |
NRG Energy, Inc. | | | 1,299,060 | | | | 29,722,493 | |
| | | | | | | | |
| | | | | | | 29,722,493 | |
Total Common Stocks (Cost $938,838,847) | | | | 1,092,518,908 | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS LARGE CAP ALPHA VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Repurchase Agreements – 0.8% | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $9,247,000, due 7/1/2015(2) | | $ | 9,247,000 | | | $ | 9,247,000 | |
Total Repurchase Agreements (Cost $9,247,000) | | | | | | | 9,247,000 | |
Total Investments - 100.0% (Cost $948,085,847) | | | | | | | 1,101,765,908 | |
Other Liabilities, Net - 0.0% | | | | | | | (385,187 | ) |
Total Net Assets - 100.0% | | | | | | $ | 1,101,380,721 | |
(1) | Non-income-producing security. |
(2) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
U.S. Treasury Bond | | | 3.75% | | | | 11/15/2043 | | | $ | 9,437,175 | |
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Common Stocks | | $ | 1,092,518,908 | | | $ | — | | | $ | — | | | $ | 1,092,518,908 | |
Repurchase Agreements | | | — | | | | 9,247,000 | | | | — | | | | 9,247,000 | |
Total | | $ | 1,092,518,908 | | | $ | 9,247,000 | | | $ | — | | | $ | 1,101,765,908 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
FINANCIAL INFORMATION — RS LARGE CAP ALPHA VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | |
Assets | | | | |
Investments, at value | | $ | 1,101,765,908 | |
Cash | | | 66 | |
Foreign currency, at value | | | 23 | |
Dividends receivable | | | 601,801 | |
Receivable for fund shares subscribed | | | 15,461 | |
Prepaid expenses | | | 22,490 | |
| | | | |
Total Assets | | | 1,102,405,749 | |
| | | | |
| |
Liabilities | | | | |
Payable to adviser | | | 464,131 | |
Payable for fund shares redeemed | | | 400,907 | |
Accrued trustees’ fees | | | 16,791 | |
Accrued expenses/other liabilities | | | 143,199 | |
| | | | |
Total Liabilities | | | 1,025,028 | |
| | | | |
Total Net Assets | | $ | 1,101,380,721 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 838,468,799 | |
Accumulated undistributed net investment income | | | 7,486,578 | |
Accumulated net realized gain from investments and foreign currency transactions | | | 101,745,284 | |
Net unrealized appreciation on investments and translation of assets and liabilities in foreign currencies | | | 153,680,060 | |
| | | | |
Total Net Assets | | $ | 1,101,380,721 | |
| | | | |
Investments, at Cost | | $ | 948,085,847 | |
| | | | |
Foreign Currency, at Cost | | $ | 24 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 21,571,600 | |
Net Asset Value Per Share | | | $51.06 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Dividends | | $ | 10,273,195 | |
| | | | |
Total Investment Income | | | 10,273,195 | |
| | | | |
| |
Expenses | | | | |
Investment advisory fees | | | 2,801,613 | |
Professional fees | | | 79,215 | |
Administrative service fees | | | 43,469 | |
Trustees’ fees | | | 35,142 | |
Shareholder reports | | | 34,324 | |
Custodian fees | | | 31,935 | |
Other expenses | | | 43,653 | |
| | | | |
Total Expenses | | | 3,069,351 | |
| | | | |
Net Investment Income | | | 7,203,844 | |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments and Foreign Currency Transactions | | | | |
Net realized gain from investments | | | 48,833,980 | |
Net realized gain from foreign currency transactions | | | 12 | |
Net change in unrealized appreciation/depreciation on investments | | | (46,335,616 | ) |
Net change in unrealized appreciation/depreciation on translation of assets and liabilities in foreign currencies | | | (1 | ) |
| | | | |
Net Gain on Investments and Foreign Currency Transactions | | | 2,498,375 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 9,702,219 | |
| | | | |
| | | | |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS LARGE CAP ALPHA VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | | | | | |
Net investment income | | $ | 7,203,844 | | | $ | 14,465,128 | |
Net realized gain from investments and foreign currency transactions | | | 48,833,992 | | | | 177,033,524 | |
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities in foreign currencies | | | (46,335,617 | ) | | | (45,866,666 | ) |
| | | | | | | | |
Net Increase in Net Assets Resulting from Operations | | | 9,702,219 | | | | 145,631,986 | |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net investment income | | | — | | | | (14,040,409 | ) |
Net realized gain on investments | | | — | | | | (140,461,280 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (154,501,689 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 10,416,923 | | | | 13,074,158 | |
Reinvestment of distributions | | | — | | | | 154,501,689 | |
Cost of shares redeemed | | | (67,436,266 | ) | | | (164,312,930 | ) |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions | | | (57,019,343 | ) | | | 3,262,917 | |
| | | | | | | | |
Net Decrease in Net Assets | | | (47,317,124 | ) | | | (5,606,786 | ) |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 1,148,697,845 | | | | 1,154,304,631 | |
| | | | | | | | |
End of period | | $ | 1,101,380,721 | | | $ | 1,148,697,845 | |
| | | | | | | | |
Accumulated Undistributed Net Investment Income Included in Net Assets | | $ | 7,486,578 | | | $ | 282,734 | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 207,594 | | | | 243,146 | |
Reinvested | | | — | | | | 3,071,604 | |
Redeemed | | | (1,323,644 | ) | | | (3,030,971 | ) |
| | | | | | | | |
Net Increase/(Decrease) | | | (1,116,050 | ) | | | 283,779 | |
| | | | | | | | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
FINANCIAL INFORMATION — RS LARGE CAP ALPHA VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Highlights Six-Months-Ended Numbers are unaudited | | | | | | | |
| | Net Asset Value, Beginning of Period | | | Net Investment Income | | | Net Realized and Unrealized Gain/(Loss) | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 50.63 | | | $ | 0.32 | 2 | | $ | 0.11 | | | $ | 0.43 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 51.52 | | | | 0.73 | | | | 6.21 | | | | 6.94 | | | | (0.71 | ) | | | (7.12 | ) | | | (7.83 | ) |
Year Ended 12/31/13 | | | 39.00 | | | | 0.63 | | | | 14.40 | | | | 15.03 | | | | (0.63 | ) | | | (1.88 | ) | | | (2.51 | ) |
Year Ended 12/31/12 | | | 34.15 | | | | 0.79 | | | | 4.85 | | | | 5.64 | | | | (0.79 | ) | | | — | | | | (0.79 | ) |
Year Ended 12/31/11 | | | 38.03 | | | | 0.36 | | | | (3.88 | ) | | | (3.52 | ) | | | (0.36 | ) | | | — | | | | (0.36 | ) |
Year Ended 12/31/10 | | | 33.22 | | | | 0.28 | | | | 5.37 | | | | 5.65 | | | | (0.84 | ) | | | — | | | | (0.84 | ) |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS LARGE CAP ALPHA VIP SERIES
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Income to Average Net Assets4 | | | Gross Ratio of Net Investment Income to Average Net Assets | | | Portfolio Turnover Rate | |
$ | 51.06 | | | | 0.85% | | | $ | 1,101,381 | | | | 0.55% | | | | 0.55% | | | | 1.29% | | | | 1.29% | | | | 21% | |
| 50.63 | | | | 13.58% | | | | 1,148,698 | | | | 0.55% | | | | 0.55% | | | | 1.27% | | | | 1.27% | | | | 56% | |
| 51.52 | | | | 38.71% | | | | 1,154,305 | | | | 0.54% | | | | 0.54% | | | | 1.24% | | | | 1.24% | | | | 48% | |
| 39.00 | | | | 16.52% | | | | 972,252 | | | | 0.55% | | | | 0.55% | | | | 2.02% | | | | 2.02% | | | | 63% | |
| 34.15 | | | | (9.22)% | | | | 875,104 | | | | 0.57% | | | | 0.57% | | | | 0.98% | | | | 0.98% | | | | 51% | |
| 38.03 | | | | 17.05% | | | | 974,895 | | | | 0.55% | | | | 0.55% | | | | 0.75% | | | | 0.75% | | | | 60% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 9 |
NOTES TO FINANCIAL STATEMENTS — RS LARGE CAP ALPHA VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS Large Cap Alpha VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices . Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates market value (see Note 4d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, if there has been a movement in the U.S. markets that exceeds a specified threshold, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires
NOTES TO FINANCIAL STATEMENTS — RS LARGE CAP ALPHA VIP SERIES (UNAUDITED)
significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. For the six months ended June 30, 2015, the Fund had no securities classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the six months ended June 30, 2015, there were no transfers between Level 1, Level 2 and Level 3.
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the
original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
NOTES TO FINANCIAL STATEMENTS — RS LARGE CAP ALPHA VIP SERIES (UNAUDITED)
d. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
e. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
f. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets.
g. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
h. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an investment advisory fee based on the average daily net assets of the Fund at an annual rate of 0.50%.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
| | | | | | |
Ordinary Income | | | Long-Term Capital Gains | |
| $38,668,312 | | | $ | 115,833,377 | |
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
As of December 31, 2014, the Fund made the following reclassifications of permanent book and tax basis differences:
| | | | | | |
Undistributed Net Investment Income | | | Accumulated Net Realized Gain | |
| $(141,985) | | | $ | 141,985 | |
NOTES TO FINANCIAL STATEMENTS — RS LARGE CAP ALPHA VIP SERIES (UNAUDITED)
The tax basis of distributable earnings as of December 31, 2014, was as follows:
| | | | | | |
Undistributed Ordinary Income | | | Undistributed Long-Term Capital Gains | |
| $4,804,560 | | | $ | 48,275,079 | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
During the year ended December 31, 2014, the Fund utilized $872,961 of capital loss carryovers.
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund elected to defer net capital losses of $11,786.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $948,114,851. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $185,734,023 and $(32,082,966), respectively, resulting in net unrealized appreciation of $153,651,057.
Note 4. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $255,633,580 and $232,753,129, respectively, for the six months ended June 30, 2015.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign companies may be less liquid and their prices more volatile than those of comparable U.S. companies.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to a greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors
because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
For the six months ended June 30, 2015, the Fund did not borrow under the facility.
Note 6. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 7. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
RS VARIABLE
PRODUCTS TRUST
RS SMALL CAP GROWTH EQUITY VIP SERIES
| | |
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | $1,000.00 | | | $1,132.80 | | | | $4.60 | | | | 0.87% | |
Based on Hypothetical Return (5% Return Before Expenses) | | $1,000.00 | | | $1,020.48 | | | | $4.36 | | | | 0.87% | |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS SMALL CAP GROWTH EQUITY VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Common Stocks – 98.6% | |
Advertising Agencies – 0.8% | |
Constant Contact, Inc.(1) | | | 33,390 | | | $ | 960,296 | |
| | | | | | | | |
| | | | | | | 960,296 | |
Aerospace – 2.7% | |
HEICO Corp., Class A | | | 37,916 | | | | 1,924,995 | |
Teledyne Technologies, Inc.(1) | | | 14,370 | | | | 1,516,179 | |
| | | | | | | | |
| | | | | | | 3,441,174 | |
Air Transport – 1.5% | |
Allegiant Travel Co. | | | 10,910 | | | | 1,940,671 | |
| | | | | | | | |
| | | | | | | 1,940,671 | |
Asset Management & Custodian – 0.9% | |
WisdomTree Investments, Inc. | | | 51,580 | | | | 1,132,955 | |
| | | | | | | | |
| | | | | | | 1,132,955 | |
Auto Parts – 1.0% | |
Tenneco, Inc.(1) | | | 22,800 | | | | 1,309,632 | |
| | | | | | | | |
| | | | | | | 1,309,632 | |
Back Office Support, HR and Consulting – 4.4% | |
Ritchie Bros. Auctioneers, Inc. | | | 63,650 | | | | 1,777,108 | |
Robert Half International, Inc. | | | 35,580 | | | | 1,974,690 | |
TrueBlue, Inc.(1) | | | 60,180 | | | | 1,799,382 | |
| | | | | | | | |
| | | | | | | 5,551,180 | |
Banks: Diversified – 1.7% | |
Western Alliance Bancorp(1) | | | 62,710 | | | | 2,117,090 | |
| | | | | | | | |
| | | | | | | 2,117,090 | |
Biotechnology – 16.9% | |
Amicus Therapeutics, Inc.(1) | | | 107,577 | | | | 1,522,215 | |
aTyr Pharma, Inc.(1) | | | 26,786 | | | | 496,077 | |
Bluebird Bio, Inc.(1) | | | 10,185 | | | | 1,714,848 | |
Blueprint Medicines Corp.(1) | | | 19,720 | | | | 522,383 | |
Celyad, ADR(1) | | | 8,790 | | | | 457,256 | |
Chimerix, Inc.(1) | | | 26,069 | | | | 1,204,388 | |
Galapagos N.V., ADR(1) | | | 11,160 | | | | 574,740 | |
Ignyta, Inc.(1) | | | 36,270 | | | | 547,314 | |
Immune Design Corp.(1) | | | 30,490 | | | | 629,618 | |
Kite Pharma, Inc.(1) | | | 16,100 | | | | 981,617 | |
Ligand Pharmaceuticals, Inc.(1) | | | 17,147 | | | | 1,730,132 | |
Lion Biotechnologies, Inc.(1) | | | 63,920 | | | | 586,146 | |
Loxo Oncology, Inc.(1) | | | 43,980 | | | | 792,959 | |
Neurocrine Biosciences, Inc.(1) | | | 28,186 | | | | 1,346,163 | |
Receptos, Inc.(1) | | | 6,235 | | | | 1,184,962 | |
Repligen Corp.(1) | | | 34,120 | | | | 1,408,132 | |
Sage Therapeutics, Inc.(1) | | | 15,050 | | | | 1,098,650 | |
Spark Therapeutics, Inc.(1) | | | 13,900 | | | | 837,753 | |
Tekmira Pharmaceuticals Corp.(1) | | | 37,930 | | | | 449,850 | |
Ultragenyx Pharmaceutical, Inc.(1) | | | 13,604 | | | | 1,392,914 | |
Vital Therapies, Inc.(1) | | | 66,260 | | | | 1,398,086 | |
Zafgen, Inc.(1) | | | 17,850 | | | | 618,146 | |
| | | | | | | | |
| | | | | | | 21,494,349 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Building Materials – 1.6% | |
Caesarstone Sdot-Yam Ltd. | | | 7,380 | | | $ | 505,825 | |
Headwaters, Inc.(1) | | | 81,600 | | | | 1,486,752 | |
| | | | | | | | |
| | | | | | | 1,992,577 | |
Chemicals: Diversified – 1.3% | | | | | | | | |
Chemtura Corp.(1) | | | 57,870 | | | | 1,638,300 | |
| | | | | | | | |
| | | | | | | 1,638,300 | |
Communications Technology – 1.6% | |
RingCentral, Inc., Class A(1) | | | 108,859 | | | | 2,012,803 | |
| | | | | | | | |
| | | | | | | 2,012,803 | |
Computer Services, Software & Systems – 11.4% | |
Barracuda Networks, Inc.(1) | | | 41,821 | | | | 1,656,948 | |
Black Knight Financial Services, Inc., Class A(1) | | | 17,640 | | | | 544,547 | |
comScore, Inc.(1) | | | 43,600 | | | | 2,322,136 | |
Demandware, Inc.(1) | | | 12,720 | | | | 904,138 | |
LogMeIn, Inc.(1) | | | 55,200 | | | | 3,559,848 | |
Proofpoint, Inc.(1) | | | 54,810 | | | | 3,489,753 | |
The Ultimate Software Group, Inc.(1) | | | 12,316 | | | | 2,024,011 | |
| | | | | | | | |
| | | | | | | 14,501,381 | |
Consumer Lending – 1.7% | |
PRA Group, Inc.(1) | | | 34,784 | | | | 2,167,391 | |
| | | | | | | | |
| | | | | | | 2,167,391 | |
Diversified Materials & Processing – 1.6% | |
Hexcel Corp. | | | 41,808 | | | | 2,079,530 | |
| | | | | | | | |
| | | | | | | 2,079,530 | |
Electronic Entertainment – 1.4% | |
Take-Two Interactive Software, Inc.(1) | | | 65,650 | | | | 1,809,971 | |
| | | | | | | | |
| | | | | | | 1,809,971 | |
Entertainment – 1.6% | |
IMAX Corp.(1) | | | 51,100 | | | | 2,057,797 | |
| | | | | | | | |
| | | | | | | 2,057,797 | |
Financial Data & Systems – 4.3% | |
Blackhawk Network Holdings, Inc.(1) | | | 37,990 | | | | 1,565,188 | |
Euronet Worldwide, Inc.(1) | | | 45,208 | | | | 2,789,334 | |
Heartland Payment Systems, Inc. | | | 21,410 | | | | 1,157,210 | |
| | | | | | | | |
| | | | | | | 5,511,732 | |
Foods – 3.0% | |
Freshpet, Inc.(1) | | | 77,740 | | | | 1,445,964 | |
Pinnacle Foods, Inc. | | | 53,570 | | | | 2,439,578 | |
| | | | | | | | |
| | | | | | | 3,885,542 | |
Health Care Services – 2.5% | |
Acadia Healthcare Co., Inc.(1) | | | 22,080 | | | | 1,729,526 | |
ExamWorks Group, Inc.(1) | | | 35,370 | | | | 1,382,967 | |
Teladoc, Inc.(1)(2) | | | 2,560 | | | | 48,640 | |
| | | | | | | | |
| | | | | | | 3,161,133 | |
Hotel/Motel – 1.9% | |
La Quinta Holdings, Inc.(1) | | | 104,390 | | | | 2,385,311 | |
| | | | | | | | |
| | | | | | | 2,385,311 | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS SMALL CAP GROWTH EQUITY VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Household Furnishings – 1.5% | |
Restoration Hardware Holdings, Inc.(1) | | | 19,170 | | | $ | 1,871,567 | |
| | | | | | | | |
| | | | | | | 1,871,567 | |
Leisure Time – 2.5% | |
ClubCorp Holdings, Inc. | | | 48,420 | | | | 1,156,270 | |
Marriott Vacations Worldwide Corp. | | | 22,020 | | | | 2,020,335 | |
| | | | | | | | |
| | | | | | | 3,176,605 | |
Medical & Dental Instruments & Supplies – 5.3% | |
AtriCure, Inc.(1) | | | 64,871 | | | | 1,598,422 | |
Entellus Medical, Inc.(1) | | | 32,460 | | | | 839,740 | |
Intersect ENT, Inc.(1) | | | 24,280 | | | | 695,136 | |
STERIS Corp. | | | 26,260 | | | | 1,692,194 | |
West Pharmaceutical Services, Inc. | | | 32,882 | | | | 1,909,787 | |
| | | | | | | | |
| | | | | | | 6,735,279 | |
Medical Equipment – 3.5% | |
DexCom, Inc.(1) | | | 20,189 | | | | 1,614,716 | |
NxStage Medical, Inc.(1) | | | 139,470 | | | | 1,992,329 | |
Zeltiq Aesthetics, Inc.(1) | | | 27,690 | | | | 816,024 | |
| | | | | | | | |
| | | | | | | 4,423,069 | |
Office Supplies & Equipment – 1.4% | |
Steelcase, Inc., Class A | | | 91,910 | | | | 1,738,018 | |
| | | | | | | | |
| | | | | | | 1,738,018 | |
Oil: Crude Producers – 1.3% | |
Carrizo Oil & Gas, Inc.(1) | | | 16,270 | | | | 801,135 | |
Diamondback Energy, Inc.(1) | | | 11,670 | | | | 879,684 | |
| | | | | | | | |
| | | | | | | 1,680,819 | |
Oil: Refining & Marketing – 0.5% | |
Western Refining, Inc. | | | 14,580 | | | | 635,980 | |
| | | | | | | | |
| | | | | | | 635,980 | |
Oil Well Equipment & Services – 0.6% | |
RigNet, Inc.(1) | | | 24,523 | | | | 749,668 | |
| | | | | | | | |
| | | | | | | 749,668 | |
Pharmaceuticals – 0.5% | |
Ascendis Pharma A/S, ADR(1) | | | 36,790 | | | | 646,768 | |
| | | | | | | | |
| | | | | | | 646,768 | |
Restaurants – 5.0% | |
Papa John’s International, Inc. | | | 23,730 | | | | 1,794,225 | |
Popeyes Louisiana Kitchen, Inc.(1) | | | 24,470 | | | | 1,467,955 | |
Red Robin Gourmet Burgers, Inc.(1) | | | 27,430 | | | | 2,354,043 | |
Wingstop, Inc.(1) | | | 27,790 | | | | 789,236 | |
| | | | | | | | |
| | | | | | | 6,405,459 | |
Scientific Instruments: Electrical – 0.7% | |
Littelfuse, Inc. | | | 9,430 | | | | 894,813 | |
| | | | | | | | |
| | | | | | | 894,813 | |
Securities Brokerage & Services – 0.4% | |
MarketAxess Holdings, Inc. | | | 6,104 | | | | 566,268 | |
| | | | | | | | |
| | | | | | | 566,268 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Semiconductors & Components – 3.9% | |
M/A-COM Technology Solutions Holdings, Inc.(1) | | | 48,829 | | | $ | 1,867,709 | |
Monolithic Power Systems, Inc. | | | 28,220 | | | | 1,431,036 | |
Tower Semiconductor Ltd.(1) | | | 109,237 | | | | 1,686,620 | |
| | | | | | | | |
| | | | | | | 4,985,365 | |
Specialty Retail – 2.4% | |
Boot Barn Holdings, Inc.(1) | | | 47,070 | | | | 1,506,240 | |
Lithia Motors, Inc., Class A | | | 14,100 | | | | 1,595,556 | |
| | | | | | | | |
| | | | | | | 3,101,796 | |
Steel – 1.3% | |
Steel Dynamics, Inc. | | | 82,290 | | | | 1,704,637 | |
| | | | | | | | |
| | | | | | | 1,704,637 | |
Textiles, Apparel & Shoes – 2.1% | |
Carter’s, Inc. | | | 11,936 | | | | 1,268,797 | |
G-III Apparel Group Ltd.(1) | | | 19,290 | | | | 1,357,051 | |
| | | | | | | | |
| | | | | | | 2,625,848 | |
Truckers – 1.0% | |
Knight Transportation, Inc. | | | 48,970 | | | | 1,309,458 | |
| | | | | | | | |
| | | | | | | 1,309,458 | |
Utilities: Telecommunications – 0.9% | |
Cogent Communications Holdings, Inc. | | | 34,470 | | | | 1,166,465 | |
| | | | | | | | |
| | | | | | | 1,166,465 | |
Total Common Stocks (Cost $95,693,911) | | | | 125,568,697 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Repurchase Agreements – 2.3% | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $2,913,000, due 7/1/2015(3) | | $ | 2,913,000 | | | | 2,913,000 | |
Total Repurchase Agreements (Cost $2,913,000) | | | | 2,913,000 | |
Total Investments - 100.9% (Cost $98,606,911) | | | | 128,481,697 | |
Other Liabilities, Net - (0.9)% | | | | (1,121,967 | ) |
Total Net Assets - 100.0% | | | $ | 127,359,730 | |
(1) | Non-income-producing security. |
(2) | Fair valued security. See 1a in Notes to Financial Statements. |
(3) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
U.S. Treasury Bond | | | 4.75% | | | | 2/15/2041 | | | $ | 2,976,538 | |
Legend:
ADR — American Depositary Receipt.
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
SCHEDULE OF INVESTMENTS — RS SMALL CAP GROWTH EQUITY VIP SERIES
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Common Stocks | | | | | | | | | | | | | | | | |
Other | | $ | 125,520,057 | | | $ | — | | | $ | — | | | $ | 125,520,057 | |
Teladoc, Inc. | | | — | | | | — | | | | 48,640 | | | | 48,640 | |
Repurchase Agreements | | | — | | | | 2,913,000 | | | | — | | | | 2,913,000 | |
Total | | $ | 125,520,057 | | | $ | 2,913,000 | | | $ | 48,640 | | | $ | 128,481,697 | |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
| | | | |
| | Investment in Securities (unaudited) | |
Balance as of 12/31/2014 | | $ | — | |
Change in unrealized appreciation/depreciation | | | — | |
Net realized gain/loss | | | — | |
Purchases | | | 48,640 | |
Sales | | | — | |
Transfers into/out of Level 3 | | | — | |
Balance as of 6/30/2015 | | $ | 48,640 | |
The following table summarizes the valuation techniques used and unobservable inputs developed by the Valuation Committee to determine the fair value of Level 3 investments:
| | | | | | | | | | | | |
Security | | Fair Value at 6/30/2015 | | | Valuation Technique | | Unobservable Input | | Range of Unobservable Inputs | |
Teladoc, Inc. | | $ | 48,640 | | | Purchase price | | Initial public- offering price (1) | | $ | 19.00 per share | |
(1) | The Fund invested in this security offered in an initial public offering on June 30, 2015. Trading commenced on July 1, 2015. |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS SMALL CAP GROWTH EQUITY VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | |
Assets | | | | |
Investments, at value | | $ | 128,481,697 | |
Cash | | | 971 | |
Receivable for investments sold | | | 483,908 | |
Receivable for fund shares subscribed | | | 37,056 | |
Dividends receivable | | | 34,962 | |
Prepaid expenses | | | 2,432 | |
| | | | |
Total Assets | | | 129,041,026 | |
| | | | |
| |
Liabilities | | | | |
Payable for investments purchased | | | 1,374,413 | |
Payable for fund shares redeemed | | | 190,216 | |
Payable to adviser | | | 79,327 | |
Accrued trustees’ fees | | | 1,883 | |
Accrued expenses/other liabilities | | | 35,457 | |
| | | | |
Total Liabilities | | | 1,681,296 | |
| | | | |
Total Net Assets | | $ | 127,359,730 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 83,017,110 | |
Accumulated net investment loss | | | (280,325 | ) |
Accumulated net realized gain from investments | | | 14,748,159 | |
Net unrealized appreciation on investments | | | 29,874,786 | |
| | | | |
Total Net Assets | | $ | 127,359,730 | |
| | | | |
Investments, at Cost | | $ | 98,606,911 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 6,434,801 | |
Net Asset Value Per Share | | | $19.79 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Dividends | | $ | 250,444 | |
Withholding taxes on foreign dividends | | | (2,327 | ) |
| | | | |
Total Investment Income | | | 248,117 | |
| | | | |
| |
Expenses | | | | |
Investment advisory fees | | | 458,007 | |
Custodian fees | | | 25,684 | |
Professional fees | | | 15,876 | |
Transfer agent fees | | | 11,035 | |
Shareholder reports | | | 6,321 | |
Administrative service fees | | | 4,547 | |
Trustees’ fees | | | 3,789 | |
Other expenses | | | 3,183 | |
| | | | |
Total Expenses | | | 528,442 | |
| | | | |
Net Investment Loss | | | (280,325 | ) |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments | | | | |
Net realized gain from investments | | | 12,173,261 | |
Net change in unrealized appreciation/depreciation on investments | | | 3,384,894 | |
| | | | |
Net Gain on Investments | | | 15,558,155 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 15,277,830 | |
| | | | |
| | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
FINANCIAL INFORMATION — RS SMALL CAP GROWTH EQUITY VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | | | | | |
Net investment loss | | $ | (280,325 | ) | | $ | (682,742 | ) |
Net realized gain from investments | | | 12,173,261 | | | | 16,974,245 | |
Net change in unrealized appreciation/depreciation on investments | | | 3,384,894 | | | | (5,521,746 | ) |
| | | | | | | | |
Net Increase in Net Assets Resulting from Operations | | | 15,277,830 | | | | 10,769,757 | |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net realized gain on investments | | | — | | | | (18,762,603 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (18,762,603 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 3,821,445 | | | | 9,719,270 | |
Reinvestment of distributions | | | — | | | | 18,762,603 | |
Cost of shares redeemed | | | (9,883,400 | ) | | | (22,910,434 | ) |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions | | | (6,061,955 | ) | | | 5,571,439 | |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets | | | 9,215,875 | | | | (2,421,407 | ) |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 118,143,855 | | | | 120,565,262 | |
| | | | | | | | |
End of period | | $ | 127,359,730 | | | $ | 118,143,855 | |
| | | | | | | | |
Accumulated Undistributed Net Investment Loss Included in Net Assets | | $ | (280,325 | ) | | $ | — | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 203,910 | | | | 518,613 | |
Reinvested | | | — | | | | 1,082,666 | |
Redeemed | | | (529,861 | ) | | | (1,230,063 | ) |
| | | | | | | | |
Net Increase/(Decrease) | | | (325,951 | ) | | | 371,216 | |
| | | | | | | | |
| | | | | | | | |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — RS SMALL CAP GROWTH EQUITY VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Highlights Six-Months-Ended Numbers are unaudited | | | | | | | | | | | | | | | | |
| | Net Asset Value, Beginning of Period | | | Net Investment Loss | | | Net Realized and Unrealized Gain/(Loss) | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 17.47 | | | $ | (0.04 | )2 | | $ | 2.36 | | | $ | 2.32 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 18.87 | | | | (0.10 | ) | | | 1.98 | | | | 1.88 | | | | — | | | | (3.28 | ) | | | (3.28 | ) |
Year Ended 12/31/13 | | | 14.83 | | | | (0.10 | ) | | | 7.39 | | | | 7.29 | | | | — | | | | (3.25 | ) | | | (3.25 | ) |
Year Ended 12/31/12 | | | 12.84 | | | | (0.07 | ) | | | 2.06 | | | | 1.99 | | | | — | | | | — | | | | — | |
Year Ended 12/31/11 | | | 13.14 | | | | (0.09 | ) | | | (0.21 | ) | | | (0.30 | ) | | | — | | | | — | | | | — | |
Year Ended 12/31/10 | | | 10.30 | | | | (0.07 | ) | | | 2.91 | | | | 2.84 | | | | — | | | | — | | | | — | |
| | | | |
10 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS SMALL CAP GROWTH EQUITY VIP SERIES
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | �� | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Loss to Average Net Assets4 | | | Gross Ratio of Net Investment Loss to Average Net Assets | | | Portfolio Turnover Rate | |
$ | 19.79 | | | | 13.28% | | | $ | 127,360 | | | | 0.87% | | | | 0.87% | | | | (0.46)% | | | | (0.46)% | | | | 44% | |
| 17.47 | | | | 10.13% | | | | 118,144 | | | | 0.86% | | | | 0.86% | | | | (0.60)% | | | | (0.60)% | | | | 95% | |
| 18.87 | | | | 50.13% | | | | 120,565 | | | | 0.85% | | | | 0.85% | | | | (0.59)% | | | | (0.59)% | | | | 101% | |
| 14.83 | | | | 15.50% | | | | 88,116 | | | | 0.88% | | | | 0.88% | | | | (0.46)% | | | | (0.46)% | | | | 98% | |
| 12.84 | | | | (2.28)% | | | | 85,224 | | | | 0.86% | | | | 0.86% | | | | (0.63)% | | | | (0.63)% | | | | 97% | |
| 13.14 | | | | 27.57% | | | | 100,229 | | | | 0.86% | | | | 0.86% | | | | (0.52)% | | | | (0.52)% | | | | 121% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Loss to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 11 |
NOTES TO FINANCIAL STATEMENTS — RS SMALL CAP GROWTH EQUITY VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS Small Cap Growth Equity VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates market value (see Note 4d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, if there has been a movement in the U.S. markets that exceeds a specified threshold, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers
NOTES TO FINANCIAL STATEMENTS — RS SMALL CAP GROWTH EQUITY VIP SERIES (UNAUDITED)
observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. For the six months ended June 30, 2015, the Fund held one security classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the six months ended June 30, 2015, there were no transfers between Level 1, Level 2 and Level 3.
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the
original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
NOTES TO FINANCIAL STATEMENTS — RS SMALL CAP GROWTH EQUITY VIP SERIES (UNAUDITED)
d. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
e. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
f. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets.
g. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
h. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an investment advisory fee based on the average daily net assets of the Fund at an annual rate of 0.75%.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
| | |
Ordinary Income | | Long-Term Capital Gains |
$1,494,179 | | $17,268,424 |
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
As of December 31, 2014, the Fund made the following reclassifications of permanent book and tax basis differences:
| | | | | | | | | | |
Paid-in Capital | | | Undistributed Net Investment Loss | | | Accumulated Net Realized Gain | |
| $(697,450) | | | $ | 682,742 | | | $ | 14,708 | |
NOTES TO FINANCIAL STATEMENTS — RS SMALL CAP GROWTH EQUITY VIP SERIES (UNAUDITED)
The tax basis of distributable earnings as of December 31, 2014, was as follows:
| | | | | | |
| | Undistributed Long-Term Capital Gains | | | |
| | | $3,054,947 | | | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund had no such losses.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $98,053,096. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $31,703,909 and $(2,275,308), respectively, resulting in net unrealized appreciation of $29,428,601.
Note 4. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $52,822,616 and $59,004,737, respectively, for the six months ended June 30, 2015.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign companies may be less liquid and their prices more volatile than those of comparable U.S. companies.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to a greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
For the six months ended June 30, 2015, the Fund did not borrow under the facility.
Note 6. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 7. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
RS VARIABLE
PRODUCTS TRUST
RS S&P 500 INDEX VIP SERIES
| | |
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | | $1,000.00 | | | | $1,011.40 | | | | $1.40 | | | | 0.28% | |
Based on Hypothetical Return (5% Return Before Expenses) | | | $1,000.00 | | | | $1,023.41 | | | | $1.40 | | | | 0.28% | |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Common Stocks – 98.1% | | | | | | | | |
Advertising Agencies – 0.2% | | | | | | | | |
Nielsen N.V. | | | 2,128 | | | $ | 95,271 | |
Omnicom Group, Inc. | | | 1,664 | | | | 115,631 | |
The Interpublic Group of Companies, Inc. | | | 2,781 | | | | 53,590 | |
| | | | | | | | |
| | | | | | | 264,492 | |
Aerospace – 2.0% | | | | | | | | |
General Dynamics Corp. | | | 2,125 | | | | 301,091 | |
L-3 Communications Holdings, Inc. | | | 570 | | | | 64,627 | |
Lockheed Martin Corp. | | | 1,809 | | | | 336,293 | |
Northrop Grumman Corp. | | | 1,338 | | | | 212,247 | |
Raytheon Co. | | | 2,073 | | | | 198,345 | |
Rockwell Collins, Inc. | | | 897 | | | | 82,838 | |
Textron, Inc. | | | 1,867 | | | | 83,324 | |
The Boeing Co. | | | 4,418 | | | | 612,865 | |
United Technologies Corp. | | | 5,573 | | | | 618,213 | |
| | | | | | | | |
| | | | | | | 2,509,843 | |
Air Transport – 0.7% | | | | | | | | |
American Airlines Group, Inc. | | | 4,837 | | | | 193,165 | |
Delta Air Lines, Inc. | | | 5,559 | | | | 228,364 | |
FedEx Corp. | | | 1,777 | | | | 302,801 | |
Southwest Airlines Co. | | | 4,559 | | | | 150,857 | |
| | | | | | | | |
| | | | | | | 875,187 | |
Aluminum – 0.1% | | | | | | | | |
Alcoa, Inc. | | | 8,242 | | | | 91,898 | |
| | | | | | | | |
| | | | | | | 91,898 | |
Asset Management & Custodian – 0.9% | | | | | |
Affiliated Managers Group, Inc.(1) | | | 378 | | | | 82,631 | |
BlackRock, Inc. | | | 856 | | | | 296,159 | |
Franklin Resources, Inc. | | | 2,642 | | | | 129,537 | |
Invesco Ltd. | | | 2,895 | | | | 108,533 | |
Legg Mason, Inc. | | | 669 | | | | 34,474 | |
Northern Trust Corp. | | | 1,480 | | | | 113,161 | |
State Street Corp. | | | 2,781 | | | | 214,137 | |
T. Rowe Price Group, Inc. | | | 1,759 | | | | 136,727 | |
| | | | | | | | |
| | | | | | | 1,115,359 | |
Auto Parts – 0.4% | | | | | | | | |
BorgWarner, Inc. | | | 1,527 | | | | 86,795 | |
Delphi Automotive PLC | | | 1,958 | | | | 166,606 | |
Genuine Parts Co. | | | 1,030 | | | | 92,216 | |
Johnson Controls, Inc. | | | 4,433 | | | | 219,566 | |
| | | | | | | | |
| | | | | | | 565,183 | |
Auto Services – 0.0% | | | | | | | | |
The Goodyear Tire & Rubber Co. | | | 1,818 | | | | 54,813 | |
| | | | | | | | |
| | | | | | | 54,813 | |
Automobiles – 0.6% | | | | | | | | |
Ford Motor Co. | | | 26,676 | | | | 400,407 | |
General Motors Co. | | | 9,122 | | | | 304,036 | |
| | | | | | | | |
| | | | | | | 704,443 | |
Back Office Support, HR and Consulting – 0.6% | |
Accenture PLC, Class A | | | 4,236 | | | | 409,960 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Back Office Support, HR and Consulting (continued) | |
Automatic Data Processing, Inc. | | | 3,204 | | | $ | 257,057 | |
Paychex, Inc. | | | 2,204 | | | | 103,323 | |
Robert Half International, Inc. | | | 912 | | | | 50,616 | |
| | | | | | | | |
| | | | | | | 820,956 | |
Banks: Diversified – 3.8% | | | | | | | | |
Bank of America Corp.(2) | | | 70,935 | | | | 1,207,314 | |
BB&T Corp. | | | 4,861 | | | | 195,947 | |
Comerica, Inc. | | | 1,203 | | | | 61,738 | |
Fifth Third Bancorp | | | 5,495 | | | | 114,406 | |
Huntington Bancshares, Inc. | | | 5,463 | | | | 61,787 | |
KeyCorp | | | 5,768 | | | | 86,635 | |
M&T Bank Corp. | | | 911 | | | | 113,811 | |
Regions Financial Corp. | | | 9,056 | | | | 93,820 | |
SunTrust Banks, Inc. | | | 3,538 | | | | 152,205 | |
The PNC Financial Services Group, Inc. | | | 3,512 | | | | 335,923 | |
U.S. Bancorp | | | 12,011 | | | | 521,277 | |
Wells Fargo & Co. | | | 31,616 | | | | 1,778,084 | |
Zions Bancorporation | | | 1,369 | | | | 43,445 | |
| | | | | | | | |
| | | | | | | 4,766,392 | |
Banks: Savings, Thrift & Mortgage Lending – 0.1% | |
Hudson City Bancorp, Inc. | | | 3,246 | | | | 32,070 | |
People’s United Financial, Inc. | | | 2,079 | | | | 33,701 | |
| | | | | | | | |
| | | | | | | 65,771 | |
Beverage: Brewers & Distillers – 0.2% | | | | | |
Brown-Forman Corp., Class B | | | 1,051 | | | | 105,289 | |
Constellation Brands, Inc., Class A | | | 1,135 | | | | 131,683 | |
Molson Coors Brewing Co., Class B | | | 1,078 | | | | 75,255 | |
| | | | | | | | |
| | | | | | | 312,227 | |
Beverage: Soft Drinks – 1.8% | | | | | | | | |
Coca-Cola Enterprises, Inc. | | | 1,464 | | | | 63,596 | |
Dr. Pepper Snapple Group, Inc. | | | 1,302 | | | | 94,916 | |
Keurig Green Mountain, Inc. | | | 818 | | | | 62,683 | |
Monster Beverage Corp.(1) | | | 986 | | | | 132,144 | |
PepsiCo, Inc. | | | 9,996 | | | | 933,027 | |
The Coca-Cola Co. | | | 26,498 | | | | 1,039,516 | |
| | | | | | | | |
| | | | | | | 2,325,882 | |
Biotechnology – 2.6% | | | | | | | | |
AbbVie, Inc. | | | 10,748 | | | | 722,158 | |
Alexion Pharmaceuticals, Inc.(1) | | | 1,364 | | | | 246,570 | |
Amgen, Inc. | | | 5,118 | | | | 785,716 | |
Biogen, Inc.(1) | | | 1,583 | | | | 639,437 | |
Celgene Corp.(1) | | | 5,399 | | | | 624,853 | |
Regeneron Pharmaceuticals, Inc.(1) | | | 498 | | | | 254,045 | |
| | | | | | | | |
| | | | | | | 3,272,779 | |
Building Materials – 0.2% | | | | | | | | |
Martin Marietta Materials, Inc. | | | 431 | | | | 60,991 | |
Masco Corp. | | | 2,357 | | | | 62,861 | |
Vulcan Materials Co. | | | 904 | | | | 75,873 | |
| | | | | | | | |
| | | | | | | 199,725 | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Building: Climate Control – 0.1% | | | | | | | | |
Ingersoll-Rand PLC | | | 1,776 | | | $ | 119,738 | |
| | | | | | | | |
| | | | | | | 119,738 | |
Cable Television Services – 1.4% | | | | | | | | |
Cablevision Systems Corp., Class A | | | 1,480 | | | | 35,431 | |
Comcast Corp., Class A | | | 17,135 | | | | 1,030,499 | |
DIRECTV(1) | | | 3,391 | | | | 314,651 | |
Scripps Networks Interactive, Inc., Class A | | | 657 | | | | 42,948 | |
Time Warner Cable, Inc. | | | 1,895 | | | | 337,632 | |
| | | | | | | | |
| | | | | | | 1,761,161 | |
Chemicals: Diversified – 1.0% | | | | | | | | |
Airgas, Inc. | | | 463 | | | | 48,976 | |
E.I. du Pont de Nemours & Co. | | | 6,106 | | | | 390,479 | |
Eastman Chemical Co. | | | 1,003 | | | | 82,066 | |
Ecolab, Inc. | | | 1,817 | | | | 205,448 | |
FMC Corp. | | | 899 | | | | 47,242 | |
Sigma-Aldrich Corp. | | | 806 | | | | 112,316 | |
The Dow Chemical Co. | | | 7,339 | | | | 375,537 | |
| | | | | | | | |
| | | | | | | 1,262,064 | |
Chemicals: Specialty – 0.6% | | | | | | | | |
Air Products & Chemicals, Inc. | | | 1,301 | | | | 178,016 | |
International Flavors & Fragrances, Inc. | | | 545 | | | | 59,563 | |
LyondellBasell Industries N.V., Class A | | | 2,671 | | | | 276,502 | |
Praxair, Inc. | | | 1,948 | | | | 232,883 | |
| | | | | | | | |
| | | | | | | 746,964 | |
Coal – 0.0% | | | | | | | | |
CONSOL Energy, Inc. | | | 1,553 | | | | 33,762 | |
| | | | | | | | |
| | | | | | | 33,762 | |
Commercial Services: Rental & Leasing – 0.1% | |
Ryder System, Inc. | | | 367 | | | | 32,065 | |
United Rentals, Inc.(1) | | | 651 | | | | 57,040 | |
| | | | | | | | |
| | | | | | | 89,105 | |
Commercial Vehicles & Parts – 0.1% | | | | | |
PACCAR, Inc. | | | 2,391 | | | | 152,570 | |
| | | | | | | | |
| | | | | | | 152,570 | |
Communications Technology – 1.4% | | | | | |
Cisco Systems, Inc. | | | 34,422 | | | | 945,228 | |
Harris Corp. | | | 703 | | | | 54,068 | |
Juniper Networks, Inc. | | | 2,443 | | | | 63,445 | |
QUALCOMM, Inc. | | | 11,124 | | | | 696,696 | |
| | | | | | | | |
| | | | | | | 1,759,437 | |
Computer Services, Software & Systems – 6.8% | |
Adobe Systems, Inc.(1) | | | 3,209 | | | | 259,961 | |
Akamai Technologies, Inc.(1) | | | 1,206 | | | | 84,203 | |
Autodesk, Inc.(1) | | | 1,529 | | | | 76,565 | |
CA, Inc. | | | 2,150 | | | | 62,974 | |
Citrix Systems, Inc.(1) | | | 1,078 | | | | 75,632 | |
Cognizant Technology Solutions Corp., Class A(1) | | | 4,111 | | | | 251,141 | |
Computer Sciences Corp.(1) | | | 952 | | | | 62,489 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Computer Services, Software & Systems (continued) | |
F5 Networks, Inc.(1) | | | 499 | | | $ | 60,055 | |
Facebook, Inc., Class A(1) | | | 14,156 | | | | 1,214,089 | |
Google, Inc., Class A(1) | | | 1,926 | | | | 1,040,117 | |
Google, Inc., Class C(1) | | | 1,935 | | | | 1,007,187 | |
Intuit, Inc. | | | 1,866 | | | | 188,037 | |
Microsoft Corp.(2) | | | 55,319 | | | | 2,442,334 | |
Oracle Corp. | | | 21,617 | | | | 871,165 | |
Red Hat, Inc.(1) | | | 1,237 | | | | 93,925 | |
Salesforce.com, Inc.(1) | | | 4,080 | | | | 284,090 | |
Symantec Corp. | | | 4,602 | | | | 106,997 | |
Teradata Corp.(1) | | | 979 | | | | 36,223 | |
VeriSign, Inc.(1) | | | 710 | | | | 43,821 | |
Yahoo!, Inc.(1) | | | 5,871 | | | | 230,672 | |
| | | | | | | | |
| | | | | | | 8,491,677 | |
Computer Technology – 5.6% | | | | | | | | |
Apple, Inc.(2) | | | 39,277 | | | | 4,926,318 | |
EMC Corp. | | | 13,406 | | | | 353,784 | |
Hewlett-Packard Co. | | | 12,256 | | | | 367,803 | |
International Business Machines Corp.(2) | | | 6,199 | | | | 1,008,329 | |
NetApp, Inc. | | | 2,103 | | | | 66,371 | |
SanDisk Corp. | | | 1,437 | | | | 83,662 | |
Seagate Technology PLC | | | 2,214 | | | | 105,165 | |
Western Digital Corp. | | | 1,465 | | | | 114,885 | |
| | | | | | | | |
| | | | | | | 7,026,317 | |
Consumer Electronics – 0.1% | | | | | | | | |
Garmin Ltd. | | | 815 | | | | 35,803 | |
Harman International Industries, Inc. | | | 470 | | | | 55,902 | |
| | | | | | | | |
| | | | | | | 91,705 | |
Consumer Lending – 0.0% | | | | | | | | |
Navient Corp. | | | 2,708 | | | | 49,313 | |
| | | | | | | | |
| | | | | | | 49,313 | |
Consumer Services: Miscellaneous – 0.4% | | | | | |
eBay, Inc.(1) | | | 7,426 | | | | 447,342 | |
H & R Block, Inc. | | | 1,857 | | | | 55,060 | |
| | | | | | | | |
| | | | | | | 502,402 | |
Containers & Packaging – 0.2% | | | | | | | | |
Ball Corp. | | | 927 | | | | 65,029 | |
MeadWestvaco Corp. | | | 1,130 | | | | 53,325 | |
Owens-Illinois, Inc.(1) | | | 1,108 | | | | 25,417 | |
Sealed Air Corp. | | | 1,418 | | | | 72,857 | |
| | | | | | | | |
| | | | | | | 216,628 | |
Copper – 0.1% | | | | | | | | |
Freeport-McMoRan, Inc. | | | 7,012 | | | | 130,563 | |
| | | | | | | | |
| | | | | | | 130,563 | |
Cosmetics – 0.1% | | | | | | | | |
The Estee Lauder Companies, Inc., Class A | | | 1,505 | | | | 130,423 | |
| | | | | | | | |
| | | | | | | 130,423 | |
Diversified Financial Services – 3.7% | | | | | |
Ameriprise Financial, Inc. | | | 1,231 | | | | 153,789 | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
SCHEDULE OF INVESTMENTS — RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Diversified Financial Services (continued) | |
Capital One Financial Corp. | | | 3,720 | | | $ | 327,248 | |
Citigroup, Inc. | | | 20,458 | | | | 1,130,100 | |
JPMorgan Chase & Co.(2) | | | 25,141 | | | | 1,703,554 | |
Leucadia National Corp. | | | 2,127 | | | | 51,643 | |
Morgan Stanley | | | 10,397 | | | | 403,300 | |
The Bank of New York Mellon Corp. | | | 7,512 | | | | 315,279 | |
The Goldman Sachs Group, Inc. | | | 2,732 | | | | 570,414 | |
| | | | | | | | |
| | | | | | | 4,655,327 | |
Diversified Manufacturing Operations – 3.1% | |
3M Co. | | | 4,281 | | | | 660,558 | |
Danaher Corp. | | | 4,141 | | | | 354,428 | |
Dover Corp. | | | 1,100 | | | | 77,198 | |
Eaton Corp. PLC | | | 3,201 | | | | 216,036 | |
General Electric Co.(2) | | | 67,869 | | | | 1,803,279 | |
Honeywell International, Inc. | | | 5,278 | | | | 538,198 | |
Illinois Tool Works, Inc. | | | 2,354 | | | | 216,074 | |
| | | | | | | | |
| | | | | | | 3,865,771 | |
Diversified Media – 0.8% | | | | | | | | |
Discovery Communications, Inc., Class A(1) | | | 1,003 | | | | 33,360 | |
Discovery Communications, Inc., Class C(1) | | | 1,823 | | | | 56,659 | |
News Corp., Class A(1) | | | 3,368 | | | | 49,139 | |
Time Warner, Inc. | | | 5,601 | | | | 489,583 | |
Twenty-First Century Fox, Inc., Class A | | | 12,330 | | | | 401,280 | |
| | | | | | | | |
| | | | | | | 1,030,021 | |
Diversified Retail – 2.6% | | | | | | | | |
Amazon.com, Inc.(1) | | | 2,568 | | | | 1,114,743 | |
Costco Wholesale Corp. | | | 2,967 | | | | 400,723 | |
Dollar General Corp. | | | 2,047 | | | | 159,134 | |
Dollar Tree, Inc.(1) | | | 1,387 | | | | 109,559 | |
Family Dollar Stores, Inc. | | | 661 | | | | 52,093 | |
Kohl’s Corp. | | | 1,363 | | | | 85,337 | |
Macy’s, Inc. | | | 2,297 | | | | 154,979 | |
Nordstrom, Inc. | | | 949 | | | | 70,701 | |
Target Corp. | | | 4,296 | | | | 350,682 | |
Wal-Mart Stores, Inc. | | | 10,650 | | | | 755,405 | |
| | | | | | | | |
| | | | | | | 3,253,356 | |
Drug & Grocery Store Chains – 1.3% | | | | | |
CVS Health Corp. | | | 7,588 | | | | 795,829 | |
The Kroger Co. | | | 3,314 | | | | 240,298 | |
Walgreens Boots Alliance, Inc. | | | 5,880 | | | | 496,507 | |
Whole Foods Market, Inc. | | | 2,433 | | | | 95,958 | |
| | | | | | | | |
| | | | | | | 1,628,592 | |
Electronic Components – 0.4% | | | | | | | | |
Amphenol Corp., Class A | | | 2,092 | | | | 121,273 | |
Corning, Inc. | | | 8,573 | | | | 169,146 | |
TE Connectivity Ltd. | | | 2,740 | | | | 176,182 | |
| | | | | | | | |
| | | | | | | 466,601 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Electronic Entertainment – 0.1% | | | | | | | | |
Electronic Arts, Inc.(1) | | | 2,097 | | | $ | 139,450 | |
| | | | | | | | |
| | | | | | | 139,450 | |
Energy Equipment – 0.0% | | | | | | | | |
First Solar, Inc.(1) | | | 519 | | | | 24,383 | |
| | | | | | | | |
| | | | | | | 24,383 | |
Engineering & Contracting Services – 0.1% | | | | | |
Fluor Corp. | | | 997 | | | | 52,851 | |
Jacobs Engineering Group, Inc.(1) | | | 866 | | | | 35,177 | |
Quanta Services, Inc.(1) | | | 1,426 | | | | 41,097 | |
| | | | | | | | |
| | | | | | | 129,125 | |
Entertainment – 1.1% | | | | | | | | |
The Walt Disney Co. | | | 10,544 | | | | 1,203,492 | |
Viacom, Inc., Class B | | | 2,463 | | | | 159,208 | |
| | | | | | | | |
| | | | | | | 1,362,700 | |
Environmental, Maintenance, And Security Services – 0.1% | |
Cintas Corp. | | | 667 | | | | 56,422 | |
Stericycle, Inc.(1) | | | 586 | | | | 78,471 | |
| | | | | | | | |
| | | | | | | 134,893 | |
Fertilizers – 0.4% | | | | | | | | |
CF Industries Holdings, Inc. | | | 1,655 | | | | 106,383 | |
Monsanto Co. | | | 3,259 | | | | 347,377 | |
The Mosaic Co. | | | 2,097 | | | | 98,245 | |
| | | | | | | | |
| | | | | | | 552,005 | |
Financial Data & Systems – 2.4% | | | | | | | | |
Alliance Data Systems Corp.(1) | | | 424 | | | | 123,783 | |
American Express Co. | | | 5,911 | | | | 459,403 | |
Discover Financial Services | | | 3,016 | | | | 173,782 | |
Equifax, Inc. | | | 806 | | | | 78,255 | |
Fidelity National Information Services, Inc. | | | 1,923 | | | | 118,841 | |
Fiserv, Inc.(1) | | | 1,610 | | | | 133,356 | |
MasterCard, Inc., Class A | | | 6,583 | | | | 615,379 | |
McGraw Hill Financial, Inc. | | | 1,845 | | | | 185,330 | |
Moody’s Corp. | | | 1,199 | | | | 129,444 | |
The Dun & Bradstreet Corp. | | | 251 | | | | 30,622 | |
The Western Union Co. | | | 3,517 | | | | 71,501 | |
Total System Services, Inc. | | | 1,111 | | | | 46,406 | |
Visa, Inc., Class A | | | 13,082 | | | | 878,456 | |
| | | | | | | | |
| | | | | | | 3,044,558 | |
Foods – 1.5% | | | | | | | | |
Campbell Soup Co. | | | 1,199 | | | | 57,132 | |
ConAgra Foods, Inc. | | | 2,872 | | | | 125,564 | |
General Mills, Inc. | | | 4,072 | | | | 226,892 | |
Hormel Foods Corp. | | | 909 | | | | 51,240 | |
Kellogg Co. | | | 1,708 | | | | 107,092 | |
Kraft Foods Group, Inc. | | | 3,965 | | | | 337,580 | |
McCormick & Co., Inc. | | | 865 | | | | 70,022 | |
Mead Johnson Nutrition Co. | | | 1,365 | | | | 123,150 | |
Mondelez International, Inc., Class A | | | 11,123 | | | | 457,600 | |
Sysco Corp. | | | 3,995 | | | | 144,220 | |
| | | | | | | | |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Foods (continued) | | | | | | | | |
The Hershey Co. | | | 998 | | | $ | 88,652 | |
The JM Smucker Co. | | | 659 | | | | 71,442 | |
Tyson Foods, Inc., Class A | | | 1,971 | | | | 84,024 | |
| | | | | | | | |
| | | | | | | 1,944,610 | |
Fruit & Grain Processing – 0.2% | | | | | | | | |
Archer-Daniels-Midland Co. | | | 4,278 | | | | 206,285 | |
| | | | | | | | |
| | | | | | | 206,285 | |
Gas Pipeline – 0.5% | | | | | | | | |
EQT Corp. | | | 1,025 | | | | 83,374 | |
Kinder Morgan, Inc. | | | 11,491 | | | | 441,139 | |
Spectra Energy Corp. | | | 4,526 | | | | 147,548 | |
| | | | | | | | |
| | | | | | | 672,061 | |
Gold – 0.1% | | | | | | | | |
Newmont Mining Corp. | | | 3,364 | | | | 78,583 | |
| | | | | | | | |
| | | | | | | 78,583 | |
Health Care Facilities – 0.3% | | | | | | | | |
DaVita HealthCare Partners, Inc.(1) | | | 1,165 | | | | 92,583 | |
HCA Holdings, Inc.(1) | | | 1,986 | | | | 180,170 | |
Tenet Healthcare Corp.(1) | | | 676 | | | | 39,127 | |
Universal Health Services, Inc., Class B | | | 614 | | | | 87,249 | |
| | | | | | | | |
| | | | | | | 399,129 | |
Health Care Management Services – 1.5% | | | | | |
Aetna, Inc. | | | 2,372 | | | | 302,335 | |
Anthem, Inc. | | | 1,799 | | | | 295,288 | |
CIGNA Corp. | | | 1,743 | | | | 282,366 | |
Humana, Inc. | | | 1,009 | | | | 193,001 | |
UnitedHealth Group, Inc. | | | 6,431 | | | | 784,582 | |
| | | | | | | | |
| | | | | | | 1,857,572 | |
Health Care Services – 0.7% | | | | | | | | |
Cerner Corp.(1) | | | 2,056 | | | | 141,987 | |
Express Scripts Holding Co.(1) | | | 4,902 | | | | 435,984 | |
McKesson Corp. | | | 1,571 | | | | 353,177 | |
| | | | | | | | |
| | | | | | | 931,148 | |
Home Building – 0.1% | | | | | | | | |
D.R. Horton, Inc. | | | 2,243 | | | | 61,369 | |
Lennar Corp., Class A | | | 1,204 | | | | 61,452 | |
PulteGroup, Inc. | | | 2,235 | | | | 45,035 | |
| | | | | | | | |
| | | | | | | 167,856 | |
Hotel/Motel – 0.3% | | | | | | | | |
Marriott International, Inc., Class A | | | 1,399 | | | | 104,072 | |
Starwood Hotels & Resorts Worldwide, Inc. | | | 1,158 | | | | 93,902 | |
Wyndham Worldwide Corp. | | | 813 | | | | 66,593 | |
Wynn Resorts Ltd. | | | 560 | | | | 55,255 | |
| | | | | | | | |
| | | | | | | 319,822 | |
Household Appliances – 0.1% | | | | | | | | |
Whirlpool Corp. | | | 539 | | | | 93,274 | |
| | | | | | | | |
| | | | | | | 93,274 | |
Household Equipment & Products – 0.1% | | | | | |
Newell Rubbermaid, Inc. | | | 1,829 | | | | 75,190 | |
| | | | | | | | |
| | | | | | | 75,190 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Household Furnishings – 0.1% | | | | | | | | |
Leggett & Platt, Inc. | | | 933 | | | $ | 45,419 | |
Mohawk Industries, Inc.(1) | | | 419 | | | | 79,987 | |
| | | | | | | | |
| | | | | | | 125,406 | |
Insurance: Life – 0.6% | | | | | | | | |
Aflac, Inc. | | | 2,960 | | | | 184,112 | |
Lincoln National Corp. | | | 1,729 | | | | 102,391 | |
Principal Financial Group, Inc. | | | 1,845 | | | | 94,630 | |
Prudential Financial, Inc. | | | 3,062 | | | | 267,986 | |
Torchmark Corp. | | | 858 | | | | 49,953 | |
Unum Group | | | 1,696 | | | | 60,632 | |
| | | | | | | | |
| | | | | | | 759,704 | |
Insurance: Multi-Line – 2.6% | | | | | | | | |
American International Group, Inc. | | | 9,255 | | | | 572,144 | |
Aon PLC | | | 1,890 | | | | 188,395 | |
Assurant, Inc. | | | 476 | | | | 31,892 | |
Berkshire Hathaway, Inc., Class B(1) | | | 12,298 | | | | 1,673,881 | |
Genworth Financial, Inc., Class A(1) | | | 3,350 | | | | 25,359 | |
Loews Corp. | | | 2,014 | | | | 77,559 | |
Marsh & McLennan Companies, Inc. | | | 3,634 | | | | 206,048 | |
MetLife, Inc. | | | 7,535 | | | | 421,885 | |
The Hartford Financial Services Group, Inc. | | | 2,839 | | | | 118,017 | |
| | | | | | | | |
| | | | | | | 3,315,180 | |
Insurance: Property–Casualty – 0.8% | | | | | |
ACE Ltd. | | | 2,208 | | | | 224,509 | |
Cincinnati Financial Corp. | | | 997 | | | | 50,030 | |
The Allstate Corp. | | | 2,808 | | | | 182,155 | |
The Chubb Corp. | | | 1,557 | | | | 148,133 | |
The Progressive Corp. | | | 3,614 | | | | 100,578 | |
The Travelers Companies, Inc. | | | 2,168 | | | | 209,559 | |
XL Group PLC | | | 1,722 | | | | 64,058 | |
| | | | | | | | |
| | | | | | | 979,022 | |
Leisure Time – 0.6% | | | | | | | | |
Carnival Corp. | | | 3,038 | | | | 150,047 | |
Expedia, Inc. | | | 667 | | | | 72,936 | |
Royal Caribbean Cruises Ltd. | | | 1,111 | | | | 87,425 | |
The Priceline.com, Inc.(1) | | | 351 | | | | 404,131 | |
TripAdvisor, Inc.(1) | | | 752 | | | | 65,529 | |
| | | | | | | | |
| | | | | | | 780,068 | |
Luxury Items – 0.1% | | | | | | | | |
Fossil Group, Inc.(1) | | | 312 | | | | 21,641 | |
Tiffany & Co. | | | 759 | | | | 69,676 | |
| | | | | | | | |
| | | | | | | 91,317 | |
Machinery: Agricultural – 0.2% | | | | | | | | |
Deere & Co. | | | 2,290 | | | | 222,244 | |
| | | | | | | | |
| | | | | | | 222,244 | |
Machinery: Construction & Handling – 0.3% | |
Caterpillar, Inc. | | | 4,088 | | | | 346,744 | |
| | | | | | | | |
| | | | | | | 346,744 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
SCHEDULE OF INVESTMENTS — RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Machinery: Engines – 0.1% | | | | | | | | |
Cummins, Inc. | | | 1,136 | | | $ | 149,032 | |
| | | | | | | | |
| | | | | | | 149,032 | |
Machinery: Industrial – 0.0% | | | | | | | | |
Joy Global, Inc. | | | 657 | | | | 23,783 | |
| | | | | | | | |
| | | | | | | 23,783 | |
Machinery: Tools – 0.1% | | | | | | | | |
Snap-on, Inc. | | | 402 | | | | 64,018 | |
Stanley Black & Decker, Inc. | | | 1,062 | | | | 111,765 | |
| | | | | | | | |
| | | | | | | 175,783 | |
Medical & Dental Instruments & Supplies – 0.9% | |
Becton Dickinson and Co. | | | 1,408 | | | | 199,443 | |
Boston Scientific Corp.(1) | | | 8,972 | | | | 158,804 | |
CR Bard, Inc. | | | 501 | | | | 85,521 | |
DENTSPLY International, Inc. | | | 947 | | | | 48,818 | |
Edwards Lifesciences Corp.(1) | | | 728 | | | | 103,689 | |
Henry Schein, Inc.(1) | | | 578 | | | | 82,145 | |
Patterson Companies, Inc. | | | 578 | | | | 28,120 | |
St. Jude Medical, Inc. | | | 1,897 | | | | 138,614 | |
Stryker Corp. | | | 2,018 | | | | 192,860 | |
Zimmer Biomet Holdings, Inc. | | | 1,146 | | | | 125,178 | |
| | | | | | | | |
| | | | | | | 1,163,192 | |
Medical Equipment – 1.3% | | | | | | | | |
Agilent Technologies, Inc. | | | 2,265 | | | | 87,384 | |
Baxter International, Inc. | | | 3,659 | | | | 255,874 | |
Intuitive Surgical, Inc.(1) | | | 255 | | | | 123,547 | |
Medtronic PLC | | | 9,610 | | | | 712,101 | |
PerkinElmer, Inc. | | | 763 | | | | 40,164 | |
Thermo Fisher Scientific, Inc. | | | 2,676 | | | | 347,238 | |
Varian Medical Systems, Inc.(1) | | | 675 | | | | 56,923 | |
| | | | | | | | |
| | | | | | | 1,623,231 | |
Medical Services – 0.1% | | | | | | | | |
Laboratory Corp. of America Holdings(1) | | | 677 | | | | 82,066 | |
Quest Diagnostics, Inc. | | | 974 | | | | 70,634 | |
| | | | | | | | |
| | | | | | | 152,700 | |
Metal Fabricating – 0.2% | | | | | | | | |
Fastenal Co. | | | 1,834 | | | | 77,358 | |
Precision Castparts Corp. | | | 956 | | | | 191,076 | |
| | | | | | | | |
| | | | | | | 268,434 | |
Office Supplies & Equipment – 0.1% | | | | | |
Avery Dennison Corp. | | | 611 | | | | 37,234 | |
Pitney Bowes, Inc. | | | 1,360 | | | | 28,302 | |
Xerox Corp. | | | 7,050 | | | | 75,012 | |
| | | | | | | | |
| | | | | | | 140,548 | |
Offshore Drilling & Other Services – 0.1% | | | | | |
Diamond Offshore Drilling, Inc. | | | 464 | | | | 11,976 | |
Noble Corp. PLC | | | 1,632 | | | | 25,116 | |
Transocean Ltd. | | | 2,297 | | | | 37,028 | |
| | | | | | | | |
| | | | | | | 74,120 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Oil: Crude Producers – 1.5% | | | | | | | | |
Anadarko Petroleum Corp. | | | 3,417 | | | $ | 266,731 | |
Apache Corp. | | | 2,541 | | | | 146,438 | |
Cabot Oil & Gas Corp. | | | 2,787 | | | | 87,902 | |
Chesapeake Energy Corp. | | | 3,489 | | | | 38,972 | |
Cimarex Energy Co. | | | 601 | | | | 66,296 | |
Devon Energy Corp. | | | 2,606 | | | | 155,031 | |
EOG Resources, Inc. | | | 3,699 | | | | 323,848 | |
Newfield Exploration Co.(1) | | | 1,085 | | | | 39,190 | |
Noble Energy, Inc. | | | 2,608 | | | | 111,309 | |
Occidental Petroleum Corp. | | | 5,196 | | | | 404,093 | |
Pioneer Natural Resources Co. | | | 1,005 | | | | 139,384 | |
QEP Resources, Inc. | | | 1,090 | | | | 20,176 | |
Range Resources Corp. | | | 1,119 | | | | 55,256 | |
Southwestern Energy Co.(1) | | | 2,593 | | | | 58,939 | |
| | | | | | | | |
| | | | | | | 1,913,565 | |
Oil: Integrated – 3.7% | | | | | | | | |
Chevron Corp. | | | 12,679 | | | | 1,223,143 | |
ConocoPhillips | | | 8,304 | | | | 509,949 | |
Exxon Mobil Corp.(2) | | | 28,286 | | | | 2,353,395 | |
Hess Corp. | | | 1,639 | | | | 109,616 | |
Marathon Oil Corp. | | | 4,552 | | | | 120,810 | |
Murphy Oil Corp. | | | 1,126 | | | | 46,808 | |
The Williams Cos., Inc. | | | 4,539 | | | | 260,493 | |
| | | | | | | | |
| | | | | | | 4,624,214 | |
Oil: Refining And Marketing – 0.7% | | | | | |
Marathon Petroleum Corp. | | | 3,684 | | | | 192,710 | |
ONEOK, Inc. | | | 1,406 | | | | 55,509 | |
Phillips 66 | | | 3,665 | | | | 295,252 | |
Tesoro Corp. | | | 843 | | | | 71,158 | |
Valero Energy Corp. | | | 3,472 | | | | 217,347 | |
| | | | | | | | |
| | | | | | | 831,976 | |
Oil Well Equipment & Services – 1.2% | | | | | |
Baker Hughes, Inc. | | | 2,931 | | | | 180,843 | |
Cameron International Corp.(1) | | | 1,307 | | | | 68,447 | |
Ensco PLC, Class A | | | 1,580 | | | | 35,187 | |
FMC Technologies, Inc.(1) | | | 1,561 | | | | 64,766 | |
Halliburton Co. | | | 5,730 | | | | 246,791 | |
Helmerich & Payne, Inc. | | | 726 | | | | 51,125 | |
National Oilwell Varco, Inc. | | | 2,765 | | | | 133,494 | |
Schlumberger Ltd. | | | 8,600 | | | | 741,234 | |
| | | | | | | | |
| | | | | | | 1,521,887 | |
Paints & Coatings – 0.3% | | | | | | | | |
PPG Industries, Inc. | | | 1,836 | | | | 210,626 | |
The Sherwin-Williams Co. | | | 558 | | | | 153,461 | |
| | | | | | | | |
| | | | | | | 364,087 | |
Paper – 0.1% | | | | | | | | |
International Paper Co. | | | 2,852 | | | | 135,727 | |
| | | | | | | | |
| | | | | | | 135,727 | |
Personal Care – 1.7% | | | | | | | | |
Colgate-Palmolive Co. | | | 5,750 | | | | 376,108 | |
| | | | | | | | |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Personal Care (continued) | | | | | | | | |
Kimberly-Clark Corp. | | | 2,465 | | | $ | 261,216 | |
The Clorox Co. | | | 885 | | | | 92,058 | |
The Procter & Gamble Co.(2) | | | 18,210 | | | | 1,424,750 | |
| | | | | | | | |
| | | | | | | 2,154,132 | |
Pharmaceuticals – 7.5% | | | | | | | | |
Abbott Laboratories | | | 10,176 | | | | 499,438 | |
Allergan PLC(1) | | | 2,634 | | | | 799,314 | |
AmerisourceBergen Corp. | | | 1,407 | | | | 149,620 | |
Bristol-Myers Squibb Co. | | | 11,208 | | | | 745,780 | |
Cardinal Health, Inc. | | | 2,227 | | | | 186,289 | |
Eli Lilly & Co. | | | 6,594 | | | | 550,533 | |
Endo International PLC(1) | | | 1,197 | | | | 95,341 | |
Gilead Sciences, Inc. | | | 10,044 | | | | 1,175,952 | |
Hospira, Inc.(1) | | | 1,156 | | | | 102,549 | |
Johnson & Johnson(2) | | | 18,750 | | | | 1,827,375 | |
Mallinckrodt PLC(1) | | | 786 | | | | 92,528 | |
Merck & Co., Inc. | | | 19,139 | | | | 1,089,583 | |
Mylan N.V.(1) | | | 2,743 | | | | 186,140 | |
Perrigo Co. PLC | | | 950 | | | | 175,588 | |
Pfizer, Inc. | | | 41,328 | | | | 1,385,728 | |
Vertex Pharmaceuticals, Inc.(1) | | | 1,633 | | | | 201,643 | |
Zoetis, Inc. | | | 3,377 | | | | 162,839 | |
| | | | | | | | |
| | | | | | | 9,426,240 | |
Producer Durables: Miscellaneous – 0.1% | | | | | |
W.W. Grainger, Inc. | | | 415 | | | | 98,210 | |
| | | | | | | | |
| | | | | | | 98,210 | |
Production Technology Equipment – 0.2% | | | | | |
Applied Materials, Inc. | | | 8,286 | | | | 159,257 | |
KLA-Tencor Corp. | | | 1,097 | | | | 61,663 | |
Lam Research Corp. | | | 1,075 | | | | 87,451 | |
| | | | | | | | |
| | | | | | | 308,371 | |
Publishing – 0.0% | | | | | | | | |
Gannett Co., Inc.(1) | | | 765 | | | | 10,702 | |
| | | | | | | | |
| | | | | | | 10,702 | |
Radio & TV Broadcasters – 0.2% | | | | | | | | |
CBS Corp., Class B | | | 3,085 | | | | 171,218 | |
TEGNA, Inc. | | | 1,530 | | | | 49,067 | |
| | | | | | | | |
| | | | | | | 220,285 | |
Railroads – 0.8% | | | | | | | | |
CSX Corp. | | | 6,680 | | | | 218,102 | |
Kansas City Southern | | | 745 | | | | 67,944 | |
Norfolk Southern Corp. | | | 2,073 | | | | 181,097 | |
Union Pacific Corp. | | | 5,943 | | | | 566,784 | |
| | | | | | | | |
| | | | | | | 1,033,927 | |
Real Estate Investment Trusts – 2.4% | | | | | |
American Tower Corp. | | | 2,850 | | | | 265,877 | |
Apartment Investment & Management Co., Class A | | | 1,054 | | | | 38,924 | |
AvalonBay Communities, Inc. | | | 891 | | | | 142,444 | |
Boston Properties, Inc. | | | 1,033 | | | | 125,034 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Real Estate Investment Trusts (continued) | |
Crown Castle International Corp. | | | 2,252 | | | $ | 180,836 | |
Equinix, Inc. | | | 390 | | | | 99,060 | |
Equity Residential | | | 2,454 | | | | 172,197 | |
Essex Property Trust, Inc. | | | 444 | | | | 94,350 | |
General Growth Properties, Inc. | | | 4,237 | | | | 108,721 | |
HCP, Inc. | | | 3,107 | | | | 113,312 | |
Health Care REIT, Inc. | | | 2,357 | | | | 154,690 | |
Host Hotels & Resorts, Inc. | | | 5,108 | | | | 101,292 | |
Iron Mountain, Inc. | | | 1,261 | | | | 39,091 | |
Kimco Realty Corp. | | | 2,783 | | | | 62,729 | |
Plum Creek Timber Co., Inc. | | | 1,188 | | | | 48,197 | |
Prologis, Inc. | | | 3,454 | | | | 128,143 | |
Public Storage, Inc. | | | 979 | | | | 180,498 | |
Realty Income Corp. | | | 1,517 | | | | 67,340 | |
Simon Property Group, Inc. | | | 2,097 | | | | 362,823 | |
SL Green Realty Corp. | | | 666 | | | | 73,187 | |
The Macerich Co. | | | 950 | | | | 70,870 | |
Ventas, Inc. | | | 2,231 | | | | 138,523 | |
Vornado Realty Trust | | | 1,179 | | | | 111,922 | |
Weyerhaeuser Co. | | | 3,541 | | | | 111,542 | |
| | | | | | | | |
| | | | | | | 2,991,602 | |
Real Estate Services – 0.1% | | | | | | | | |
CBRE Group, Inc., Class A(1) | | | 1,887 | | | | 69,819 | |
| | | | | | | | |
| | | | | | | 69,819 | |
Recreational Vehicles & Boats – 0.1% | | | | | |
Harley-Davidson, Inc. | | | 1,427 | | | | 80,411 | |
| | | | | | | | |
| | | | | | | 80,411 | |
Restaurants – 1.3% | | | | | | | | |
Chipotle Mexican Grill, Inc.(1) | | | 215 | | | | 130,073 | |
Darden Restaurants, Inc. | | | 837 | | | | 59,494 | |
McDonald’s Corp. | | | 6,481 | | | | 616,148 | |
Starbucks Corp. | | | 10,112 | | | | 542,155 | |
Yum! Brands, Inc. | | | 2,921 | | | | 263,124 | |
| | | | | | | | |
| | | | | | | 1,610,994 | |
Scientific Instruments: Control & Filter – 0.6% | |
Allegion PLC | | | 648 | | | | 38,971 | |
FLIR Systems, Inc. | | | 943 | | | | 29,063 | |
Flowserve Corp. | | | 909 | | | | 47,868 | |
Pall Corp. | | | 720 | | | | 89,604 | |
Parker-Hannifin Corp. | | | 961 | | | | 111,793 | |
Rockwell Automation, Inc. | | | 914 | | | | 113,921 | |
Roper Technologies, Inc. | | | 691 | | | | 119,170 | |
The ADT Corp. | | | 1,155 | | | | 38,773 | |
Tyco International PLC | | | 2,833 | | | | 109,014 | |
Waters Corp.(1) | | | 560 | | | | 71,893 | |
| | | | | | | | |
| | | | | | | 770,070 | |
Scientific Instruments: Electrical – 0.3% | | | | | |
AMETEK, Inc. | | | 1,626 | | | | 89,072 | |
Emerson Electric Co. | | | 4,621 | | | | 256,142 | |
| | | | | | | | |
| | | | | | | 345,214 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 9 |
SCHEDULE OF INVESTMENTS — RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Scientific Instruments: Pollution Control – 0.3% | |
Pentair PLC | | | 1,231 | | | $ | 84,631 | |
Republic Services, Inc. | | | 1,691 | | | | 66,237 | |
Waste Management, Inc. | | | 2,880 | | | | 133,488 | |
Xylem, Inc. | | | 1,230 | | | | 45,596 | |
| | | | | | | | |
| | | | | | | 329,952 | |
Securities Brokerage & Services – 0.6% | | | | | |
CME Group, Inc. | | | 2,139 | | | | 199,055 | |
E*TRADE Financial Corp.(1) | | | 1,948 | | | | 58,343 | |
Intercontinental Exchange, Inc. | | | 756 | | | | 169,049 | |
The Charles Schwab Corp. | | | 7,780 | | | | 254,017 | |
The NASDAQ OMX Group, Inc. | | | 797 | | | | 38,902 | |
| | | | | | | | |
| | | | | | | 719,366 | |
Semiconductors & Components – 2.1% | | | | | |
Altera Corp. | | | 2,029 | | | | 103,885 | |
Analog Devices, Inc. | | | 2,102 | | | | 134,917 | |
Avago Technologies Ltd. | | | 1,731 | | | | 230,102 | |
Broadcom Corp., Class A | | | 3,676 | | | | 189,277 | |
Intel Corp. | | | 31,936 | | | | 971,333 | |
Linear Technology Corp. | | | 1,613 | | | | 71,343 | |
Microchip Technology, Inc. | | | 1,359 | | | | 64,450 | |
Micron Technology, Inc.(1) | | | 7,265 | | | | 136,873 | |
NVIDIA Corp. | | | 3,482 | | | | 70,023 | |
Qorvo, Inc.(1) | | | 1,000 | | | | 80,270 | |
Skyworks Solutions, Inc. | | | 1,287 | | | | 133,977 | |
Texas Instruments, Inc. | | | 7,061 | | | | 363,712 | |
Xilinx, Inc. | | | 1,763 | | | | 77,854 | |
| | | | | | | | |
| | | | | | | 2,628,016 | |
Specialty Retail – 2.5% | | | | | | | | |
AutoNation, Inc.(1) | | | 517 | | | | 32,561 | |
AutoZone, Inc.(1) | | | 221 | | | | 147,385 | |
Bed, Bath & Beyond, Inc.(1) | | | 1,252 | | | | 86,363 | |
Best Buy Co., Inc. | | | 1,964 | | | | 64,046 | |
CarMax, Inc.(1) | | | 1,417 | | | | 93,820 | |
GameStop Corp., Class A | | | 732 | | | | 31,447 | |
L Brands, Inc. | | | 1,658 | | | | 142,140 | |
Lowe’s Companies, Inc. | | | 6,561 | | | | 439,390 | |
Netflix, Inc.(1) | | | 415 | | | | 272,630 | |
O’Reilly Automotive, Inc.(1) | | | 686 | | | | 155,022 | |
Ross Stores, Inc. | | | 2,792 | | | | 135,719 | |
Staples, Inc. | | | 4,319 | | | | 66,124 | |
The Gap, Inc. | | | 1,789 | | | | 68,286 | |
The Home Depot, Inc. | | | 8,887 | | | | 987,612 | |
The TJX Companies, Inc. | | | 4,604 | | | | 304,647 | |
Tractor Supply Co. | | | 919 | | | | 82,655 | |
Urban Outfitters, Inc.(1) | | | 675 | | | | 23,625 | |
| | | | | | | | |
| | | | | | | 3,133,472 | |
Steel – 0.1% | | | | | | | | |
Allegheny Technologies, Inc. | | | 733 | | | | 22,136 | |
Nucor Corp. | | | 2,152 | | | | 94,839 | |
| | | | | | | | |
| | | | | | | 116,975 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Telecommunications Equipment – 0.1% | | | | | |
Motorola Solutions, Inc. | | | 1,286 | | | $ | 73,739 | |
| | | | | | | | |
| | | | | | | 73,739 | |
Textiles, Apparel & Shoes – 0.9% | | | | | |
Coach, Inc. | | | 1,860 | | | | 64,375 | |
Hanesbrands, Inc. | | | 2,703 | | | | 90,064 | |
Michael Kors Holdings Ltd.(1) | | | 1,354 | | | | 56,990 | |
NIKE, Inc., Class B | | | 4,719 | | | | 509,746 | |
PVH Corp. | | | 569 | | | | 65,549 | |
Ralph Lauren Corp. | | | 419 | | | | 55,459 | |
Under Armour, Inc., Class A(1) | | | 1,126 | | | | 93,953 | |
VF Corp. | | | 2,309 | | | | 161,030 | |
| | | | | | | | |
| | | | | | | 1,097,166 | |
Tobacco – 1.3% | | | | | | | | |
Altria Group, Inc. | | | 13,280 | | | | 649,525 | |
Philip Morris International, Inc. | | | 10,432 | | | | 836,334 | |
Reynolds American, Inc. | | | 2,784 | | | | 207,853 | |
| | | | | | | | |
| | | | | | | 1,693,712 | |
Toys – 0.1% | | | | | | | | |
Hasbro, Inc. | | | 755 | | | | 56,466 | |
Mattel, Inc. | | | 2,281 | | | | 58,599 | |
| | | | | | | | |
| | | | | | | 115,065 | |
Transportation Miscellaneous – 0.4% | | | | | |
Expeditors International of Washington, Inc. | | | 1,293 | | | | 59,614 | |
United Parcel Service, Inc., Class B | | | 4,687 | | | | 454,217 | |
| | | | | | | | |
| | | | | | | 513,831 | |
Truckers – 0.0% | | | | | | | | |
C.H. Robinson Worldwide, Inc. | | | 987 | | | | 61,579 | |
| | | | | | | | |
| | | | | | | 61,579 | |
Utilities: Electrical – 2.5% | | | | | | | | |
AES Corp. | | | 4,359 | | | | 57,800 | |
Ameren Corp. | | | 1,637 | | | | 61,682 | |
American Electric Power Co., Inc. | | | 3,302 | | | | 174,907 | |
CMS Energy Corp. | | | 1,858 | | | | 59,159 | |
Consolidated Edison, Inc. | | | 1,975 | | | | 114,313 | |
Dominion Resources, Inc. | | | 3,966 | | | | 265,206 | |
DTE Energy Co. | | | 1,196 | | | | 89,269 | |
Duke Energy Corp. | | | 4,772 | | | | 336,999 | |
Edison International | | | 2,197 | | | | 122,109 | |
Entergy Corp. | | | 1,217 | | | | 85,799 | |
Eversource Energy | | | 2,137 | | | | 97,041 | |
Exelon Corp. | | | 5,798 | | | | 182,173 | |
FirstEnergy Corp. | | | 2,841 | | | | 92,475 | |
NextEra Energy, Inc. | | | 2,991 | | | | 293,208 | |
NRG Energy, Inc. | | | 2,278 | | | | 52,121 | |
Pepco Holdings, Inc. | | | 1,705 | | | | 45,933 | |
PG&E Corp. | | | 3,213 | | | | 157,758 | |
Pinnacle West Capital Corp. | | | 746 | | | | 42,440 | |
PPL Corp. | | | 4,498 | | | | 132,556 | |
Public Service Enterprise Group, Inc. | | | 3,414 | | | | 134,102 | |
| | | | | | | | |
| | | | |
10 | | | | The accompanying notes are an integral part of these financial statements. |
RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Utilities: Electrical (continued) | |
SCANA Corp. | | | 964 | | | $ | 48,827 | |
TECO Energy, Inc. | | | 1,589 | | | | 28,062 | |
The Southern Co. | | | 6,136 | | | | 257,098 | |
WEC Energy Group, Inc. | | | 2,127 | | | | 95,639 | |
Xcel Energy, Inc. | | | 3,412 | | | | 109,798 | |
| | | | | | | | |
| | | | | | | 3,136,474 | |
Utilities: Gas Distributors – 0.3% | | | | | |
AGL Resources, Inc. | | | 807 | | | | 37,574 | |
CenterPoint Energy, Inc. | | | 2,899 | | | | 55,168 | |
NiSource, Inc. | | | 2,133 | | | | 97,244 | |
Sempra Energy | | | 1,562 | | | | 154,544 | |
| | | | | | | | |
| | | | | | | 344,530 | |
Utilities: Telecommunications – 2.2% | | | | | |
AT&T, Inc.(2) | | | 34,998 | | | | 1,243,129 | |
CenturyLink, Inc. | | | 3,820 | | | | 112,231 | |
Frontier Communications Corp. | | | 6,760 | | | | 33,462 | |
Level 3 Communications, Inc.(1) | | | 1,934 | | | | 101,864 | |
Verizon Communications, Inc. | | | 28,021 | | | | 1,306,059 | |
| | | | | | | | |
| | | | | | | 2,796,745 | |
Total Common Stocks (Cost $50,540,810) | | | | | | | 123,203,654 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
U.S. Government Securities – 0.1% | | | | | |
| | |
U.S. Treasury Note 3.125% due 5/15/2019 | | $ | 145,000 | | | $ | 154,731 | |
Total U.S. Government Securities (Cost $143,642) | | | | 154,731 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Repurchase Agreements – 1.8% | | | | | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $2,217,000, due 7/1/2015(3) | | | 2,217,000 | | | | 2,217,000 | |
Total Repurchase Agreements (Cost $2,217,000) | | | | 2,217,000 | |
Total Investments - 100.0% (Cost $52,901,452) | | | | 125,575,385 | |
Other Liabilities, Net - 0.0% | | | | (4,354 | ) |
Total Net Assets - 100.0% | | | $ | 125,571,031 | |
(1) | Non-income-producing security. |
(2) | Securities are segregated to cover anticipated or existing derivative positions. |
(3) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
U.S. Treasury Note | | | 1.75% | | | | 2/28/2022 | | | $ | 2,261,375 | |
The table below presents futures contracts as of June 30, 2015:
| | | | | | | | | | | | | | | | | | | | |
Description | | Counterparty | | | Number of Contracts | | | Expiration | | | Face Value (000s) | | | Unrealized Depreciation | |
Purchased Futures Contracts | | | | | | | | | | | | | |
E-mini S&P 500 Futures | | | Goldman Sachs & Co. | | | | 24 | | | | 9/18/2015 | | | $ | 2,465 | | | $ | (26,959 | ) |
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Common Stocks | | $ | 123,203,654 | | | $ | — | | | $ | — | | | $ | 123,203,654 | |
U.S. Government Securities | | | — | | | | 154,731 | | | | — | | | | 154,731 | |
Repurchase Agreements | | | — | | | | 2,217,000 | | | | — | | | | 2,217,000 | |
Other Financial Instruments: | | | | | | | | | | | | | | | | |
Financial Futures Contracts | | | (26,959 | ) | | | — | | | | — | | | | (26,959 | ) |
Total | | $ | 123,176,695 | | | $ | 2,371,731 | | | $ | — | | | $ | 125,548,426 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 11 |
FINANCIAL INFORMATION — RS S&P 500 INDEX VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | | | |
Assets | | | | |
Investments, at value | | $ | 125,575,385 | |
Cash | | | 12,065 | |
Cash deposits with brokers | | | 121,440 | |
Dividends/interest receivable | | | 142,831 | |
Receivable for fund shares subscribed | | | 11,829 | |
Receivable for investments sold | | | 9,621 | |
Prepaid expenses | | | 2,589 | |
| | | | |
Total Assets | | | 125,875,760 | |
| | | | |
| |
Liabilities | | | | |
Payable for fund shares redeemed | | | 161,651 | |
Payable for investments purchased | | | 80,280 | |
Payable to adviser | | | 15,635 | |
Payable for variation margin | | | 10,660 | |
Accrued trustees’ fees | | | 1,918 | |
Accrued expenses/other liabilities | | | 34,585 | |
| | | | |
Total Liabilities | | | 304,729 | |
| | | | |
Total Net Assets | | $ | 125,571,031 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 66,432,031 | |
Accumulated undistributed net investment income | | | 1,133,985 | |
Accumulated net realized loss from investments and futures contracts | | | (14,641,959 | ) |
Net unrealized appreciation on investments and futures contracts | | | 72,646,974 | |
| | | | |
Total Net Assets | | $ | 125,571,031 | |
| | | | |
Investments, at Cost | | $ | 52,901,452 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 8,296,647 | |
Net Asset Value Per Share | | | $15.14 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Dividends | | $ | 1,311,717 | |
Interest | | | 2,419 | |
Withholding taxes on foreign dividends | | | (173 | ) |
| | | | |
Total Investment Income | | | 1,313,963 | |
| | | | |
Expenses | | | | |
Investment advisory fees | | | 160,694 | |
Custodian fees | | | 24,952 | |
Professional fees | | | 16,565 | |
Transfer agent fees | | | 10,818 | |
Administrative service fees | | | 6,916 | |
Shareholder reports | | | 6,552 | |
Trustees’ fees | | | 4,025 | |
Other expenses | | | 9,507 | |
| | | | |
Total Expenses | | | 240,029 | |
| |
Less: Fee waiver/reimbursement by adviser | | | (60,051 | ) |
| | | | |
Total Expenses, Net | | | 179,978 | |
| | | | |
Net Investment Income | | | 1,133,985 | |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments and Futures Contracts | | | | |
Net realized gain from investments | | | 3,322,953 | |
Net realized gain from futures contracts | | | 77,155 | |
Net change in unrealized appreciation/depreciation on investments | | | (2,989,995 | ) |
Net change in unrealized appreciation/depreciation on futures contracts | | | (67,792 | ) |
| | | | |
Net Gain on Investments and Futures Contracts | | | 342,321 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 1,476,306 | |
| | | | |
| | | | |
| | | | |
12 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS S&P 500 INDEX VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | | | | | |
Net investment income | | $ | 1,133,985 | | | $ | 2,253,839 | |
Net realized gain from investments and futures contracts | | | 3,400,108 | | | | 11,950,623 | |
Net change in unrealized appreciation/depreciation on investments and futures contracts | | | (3,057,787 | ) | | | 2,157,492 | |
| | | | | | | | |
Net Increase in Net Assets Resulting from Operations | | | 1,476,306 | | | | 16,361,954 | |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net investment income | | | — | | | | (2,238,303 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (2,238,303 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 4,125,225 | | | | 6,803,590 | |
Reinvestment of distributions | | | — | | | | 2,238,303 | |
Cost of shares redeemed | | | (9,753,872 | ) | | | (26,482,288 | ) |
| | | | | | | | |
Net Decrease in Net Assets Resulting from Capital Share Transactions | | | (5,628,647 | ) | | | (17,440,395 | ) |
| | | | | | | | |
Net Decrease in Net Assets | | | (4,152,341 | ) | | | (3,316,744 | ) |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 129,723,372 | | | | 133,040,116 | |
| | | | | | | | |
End of period | | $ | 125,571,031 | | | $ | 129,723,372 | |
| | | | | | | | |
Accumulated Undistributed Net Investment Income Included in Net Assets | | $ | 1,133,985 | | | $ | — | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 272,049 | | | | 478,413 | |
Reinvested | | | — | | | | 149,419 | |
Redeemed | | | (640,653 | ) | | | (1,865,113 | ) |
| | | | | | | | |
Net Decrease | | | (368,604 | ) | | | (1,237,281 | ) |
| | | | | | | | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 13 |
FINANCIAL INFORMATION — RS S&P 500 INDEX VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Highlights Six-Months-Ended Numbers are unaudited | | | | | | | | | | |
| | Net Asset Value, Beginning of Period | | | Net Investment Income | | | Net Realized and Unrealized Gain | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 14.97 | | | $ | 0.132 | | | $ | 0.04 | | | $ | 0.17 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 13.43 | | | | 0.242 | | | | 1.56 | | | | 1.80 | | | | (0.26 | ) | | | — | | | | (0.26 | ) |
Year Ended 12/31/13 | | | 10.35 | | | | 0.23 | | | | 3.08 | | | | 3.31 | | | | (0.23 | ) | | | — | | | | (0.23 | ) |
Year Ended 12/31/12 | | | 9.12 | | | | 0.20 | | | | 1.23 | | | | 1.43 | | | | (0.20 | ) | | | — | | | | (0.20 | ) |
Year Ended 12/31/11 | | | 9.12 | | | | 0.17 | | | | — | | | | 0.17 | | | | (0.17 | ) | | | — | | | | (0.17 | ) |
Year Ended 12/31/10 | | | 8.08 | | | | 0.15 | | | | 1.04 | | | | 1.19 | | | | (0.15 | ) | | | — | | | | (0.15 | ) |
| | | | |
14 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS S&P 500 INDEX VIP SERIES
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Income to Average Net Assets4 | | | Gross Ratio of Net Investment Income to Average Net Assets | | | Portfolio Turnover Rate | |
$ | 15.14 | | | | 1.14% | | | $ | 125,571 | | | | 0.28% | | | | 0.37% | | | | 1.76% | | | | 1.67% | | | | 1% | |
| 14.97 | | | | 13.42% | | | | 129,723 | | | | 0.28% | | | | 0.37% | | | | 1.73% | | | | 1.64% | | | | 3% | |
| 13.43 | | | | 32.01% | | | | 133,040 | | | | 0.28% | | | | 0.36% | | | | 1.80% | | | | 1.72% | | | | 2% | |
| 10.35 | | | | 15.68% | | | | 112,834 | | | | 0.28% | | | | 0.41% | | | | 1.97% | | | | 1.84% | | | | 3% | |
| 9.12 | | | | 1.95% | | | | 100,293 | | | | 0.28% | | | | 0.38% | | | | 1.76% | | | | 1.66% | | | | 3% | |
| 9.12 | | | | 14.77% | | | | 109,801 | | | | 0.28% | | | | 0.37% | | | | 1.74% | | | | 1.65% | | | | 5% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 15 |
NOTES TO FINANCIAL STATEMENTS — RS S&P 500 INDEX VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS S&P 500 Index VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices . Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices . Repurchase agreements are carried at cost, which approximates market value (see Note 4c). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Future contracts shall be valued at the settlement prices
established each day by the boards of trade or exchange on which they are traded.
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
NOTES TO FINANCIAL STATEMENTS — RS S&P 500 INDEX VIP SERIES (UNAUDITED)
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. For the six months ended June 30, 2015, the Fund had no securities classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the six months ended June 30, 2015, there were no transfers between Level 1, Level 2 and Level 3.
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts and exchange-traded option contracts, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
d. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss.
e. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
f. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the
NOTES TO FINANCIAL STATEMENTS — RS S&P 500 INDEX VIP SERIES (UNAUDITED)
Trust are generally apportioned among all the series in the Trust, based on relative net assets.
g. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
h. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an investment advisory fee based on the average daily net assets of the Fund at an annual rate of 0.25%.
RS Investments has entered into a Sub-Advisory Agreement as of May 1, 2015 with Park Avenue Institutional Advisers LLC (“Park Avenue”), a wholly-owned subsidiary of GIS. Park Avenue is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees of the Trust and RS Investments. Prior to May 1, 2015, GIS served as the sub-adviser to the Fund pursuant to a Sub-Advisory, Sub-Administration and Accounting Services Agreement. GIS and Park Avenue informed the Trust that there would be no changes in the investment strategies of the Fund or in the portfolio management personnel currently responsible for the day-to-day management of the Fund as a result of the change in sub-adviser. Sub-investment advisory fees paid by RS Investments to Park Avenue and previously to GIS do not represent a separate or additional expense to the Fund.
An expense limitation has been imposed pursuant to a written agreement between RS Investments and the Trust in effect through April 30, 2016, to limit the Fund’s total annual fund operating expenses (excluding expenses
indirectly incurred by the Fund through investments in pooled investment vehicles, interest, taxes, investment-related expenses (e.g., brokerage commissions), and extraordinary expenses) to 0.28% of the average daily net assets of the Fund.
RS Investments does not intend to recoup any reimbursed expenses or waived advisory fees from a prior year under expense limitations then in effect for the Fund.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
|
Ordinary Income |
$2,236,424 |
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
NOTES TO FINANCIAL STATEMENTS — RS S&P 500 INDEX VIP SERIES (UNAUDITED)
As of December 31, 2014, the Fund made the following reclassifications of permanent book and tax basis differences:
| | | | | | | | |
Paid-in Capital | | Undistributed Net Investment Loss | | | Accumulated Net Realized Gain | |
$(7,026) | | $ | (15,536 | ) | | $ | 22,562 | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
During the year ended December 31, 2014, the Fund utilized $11,251,538 of capital loss carryovers. Capital loss carryovers available to the Fund at December 31, 2014, were as follows:
| | | | |
Expiring | | Amount | |
2017 | | $ | 8,974,265 | |
2018 | | | 2,431,713 | |
| | | | |
Total | | $ | 11,405,978 | |
| | | | |
| | | | |
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund had no such losses.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $59,362,755. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $67,178,534 and $(965,904), respectively, resulting in net unrealized appreciation of $66,212,630.
Note 4. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $1,374,478 and $4,135,564, respectively, for the six months ended June 30, 2015.
b. Derivative Instruments and Hedging Activities The following is a summary of the fair valuation of the Fund’s derivative instruments categorized by risk exposure at June 30, 2015.
| | | | | | |
Derivative Instrument Type | | Statement of Assets and Liabilities Location | | Value | |
Financial Futures Contracts | | Net unrealized appreciation on futures contracts* | | $ | (26,959 | ) |
* | The cumulative depreciation of financial futures contracts is reported in the notes to the Schedule of Investments. Only the daily change in variation margin as of the reporting date is presented in the Statement of Assets and Liabilities. See Note 1d for additional information on futures contracts. |
The following is a summary of the effect of the Fund’s derivative instruments on the Statement of Operations for the six months ended June 30, 2015.
| | | | | | |
Derivative Instrument Type | | Location of Gain/ (Loss) on Derivatives Recognized in Income | | Amount | |
Financial Futures Contracts | | Net realized gain from futures contracts | | $ | 77,155 | |
| | Net change in unrealized appreciation/(depreciation) on futures contracts | | | (67,792 | ) |
The Fund held an average daily face value of $1,503,591 long position E-mini S&P 500 Futures Contracts for the six months ended June 30, 2015.
The Fund entered into financial futures contracts as a substitute for the purchase or sale of securities or when there was significant cash received from fund shares sold.
c. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
For the six months ended June 30, 2015, the Fund did not borrow under the facility.
Note 6. Legal Matters
Two lawsuits have been filed relating to the Fund’s investment in Tribune Company in connection with a leveraged buyout transaction by which Tribune Company converted to a privately-held company in 2007. One was
NOTES TO FINANCIAL STATEMENTS — RS S&P 500 INDEX VIP SERIES (UNAUDITED)
filed in the U.S. Bankruptcy Court for the District of Delaware; the other was filed in Delaware Superior Court. Both have since been transferred to a consolidated proceeding in the U.S. District Court for the Southern District of New York. The action originally filed in Delaware Superior Court has been dismissed and is now on appeal to the Circuit Court of Appeals for the Second Circuit. In the action originally filed in the U.S. Bankruptcy Court, a global motion to dismiss all shareholder defendants (including the Fund) is pending. The plaintiffs seek to recover amounts paid to Tribune shareholders in the leveraged buyout transaction. The Fund received $218,212 in the leveraged buyout transaction. The Fund cannot predict the outcomes of these proceedings. If the proceedings were to be decided or settled in a manner adverse to the Fund, the payment of such judgments or settlements could have a material adverse effect on the Fund’s net asset value.
Note 7. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 8. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of the Sub-Advisory Agreement for the RS Funds
The Boards of Trustees of RS Investment Trust and RS Variable Products Trust (each, a “Trust,” and together, the “Trusts”), including all of the Independent Trustees, met in person on March 4, 2015 to consider the approval of the sub-advisory agreement (the “Sub-Advisory Agreement”) between RS Investment Management Co. LLC (“RS Investments”) and Park Avenue Institutional Advisers LLC (“Park Avenue”), proposed to replace the existing sub-advisory agreement between RS Investments and Guardian Investor Services LLC (“GIS”) with respect to a number of the funds (the “Funds”)1 for a one-year period commencing on its date of execution. Before the meeting, the Independent Trustees met among themselves and with independent counsel to prepare for the meeting. In determining to approve the Sub-Advisory Agreement, the Trustees considered and reviewed all of the information provided to them in connection with this matter by RS Investments, GIS, and Park Avenue prior to and at their March 4, 2015 meeting. In all of their deliberations, the Independent Trustees were advised by independent counsel for the Independent Trustees.
The Trustees considered that all of GIS’s investment advisory activities would be moved to Park Avenue, a new, wholly owned subsidiary of GIS, the prior sub-adviser to the Funds. The Trustees took into consideration that such restructuring would not result in any change in the investment sub-advisory services provided to the Funds, in the personnel providing the services, in the persons overseeing them, or in the investment strategies, processes, or techniques employed by the portfolio managers and other investment professionals in managing the Funds.
The Trustees considered that the Sub-Advisory Agreement with Park Avenue is substantially identical to the Sub-Advisory, Sub-Administration and Accounting Services Agreement between RS Investments and GIS. The Trustees considered that there would be no change in sub-advisory fees paid by RS Investments to Park Avenue for the sub-advisory services to be provided to the Funds. The Trustees noted that the Sub-Advisory
Agreement reflects removal of references to the sub-administration and accounting services that GIS had previously provided to the Funds and that were taken on by RS Investments in late 2007. On the basis of these factors and considerations, the Trustees determined that the services to be provided and the fee to be paid under the Sub-Advisory Agreement appeared reasonable and appropriate.
The Trustees considered the nature and extent of Park Avenue’s compliance program, the qualifications of the firm’s compliance and financial personnel, and the legal and compliance resources otherwise available to the firm. The Trustees noted that all of the compliance policies and procedures previously in place at GIS would be adopted by Park Avenue.
On the basis of these factors, the Boards of Trustees of the Trusts voted unanimously, including the unanimous vote of the Independent Trustees, to approve the Sub-Advisory Agreement, including the sub-advisory fees set forth in the Sub-Advisory Agreement, for a one-year period from its date of execution.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
1 | The Funds are RS Investment Quality Bond Fund, RS Low Duration Bond Fund, RS High Yield Fund, RS Tax-Exempt Fund, RS High Income Municipal Bond Fund, RS Floating Rate Fund, RS Strategic Income Fund, RS Investment Quality Bond VIP Series, RS Low Duration Bond VIP Series, RS High Yield VIP Series, and RS S&P 500 Index VIP Series. |
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
RS VARIABLE
PRODUCTS TRUST
RS INTERNATIONAL VIP SERIES
| | |
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | $1,000.00 | | | $1,069.70 | | | | $4.67 | | | | 0.91% | |
Based on Hypothetical Return (5% Return Before Expenses) | | $1,000.00 | | | $1,020.28 | | | | $4.56 | | | | 0.91% | |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS INTERNATIONAL VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Common Stocks – 96.2% | |
Australia – 6.2% | |
Australia & New Zealand Banking Group Ltd. | | | 62,455 | | | $ | 1,549,956 | |
BHP Billiton Ltd. | | | 139,095 | | | | 2,837,374 | |
Commonwealth Bank of Australia | | | 38,561 | | | | 2,528,711 | |
CSL Ltd. | | | 33,787 | | | | 2,252,457 | |
Macquarie Group Ltd. | | | 36,716 | | | | 2,300,456 | |
South32 Ltd.(1) | | | 139,095 | | | | 192,100 | |
Woodside Petroleum Ltd. | | | 39,563 | | | | 1,043,935 | |
| | | | | | | | |
| | | | | | | 12,704,989 | |
Belgium – 1.2% | |
KBC Groep N.V. | | | 17,404 | | | | 1,166,731 | |
Melexis N.V. | | | 22,215 | | | | 1,291,148 | |
| | | | | | | | |
| | | | | | | 2,457,879 | |
Denmark – 3.5% | |
Danske Bank A/S | | | 82,122 | | | | 2,414,139 | |
Pandora A/S | | | 19,902 | | | | 2,135,568 | |
Royal Unibrew A/S | | | 76,520 | | | | 2,615,377 | |
| | | | | | | | |
| | | | | | | 7,165,084 | |
France – 8.7% | |
AXA S.A. | | | 48,955 | | | | 1,241,099 | |
Bureau Veritas S.A. | | | 128,712 | | | | 2,967,063 | |
Cap Gemini S.A. | | | 28,328 | | | | 2,513,160 | |
Cie Generale des Etablissements Michelin | | | 21,570 | | | | 2,269,676 | |
Natixis S.A. | | | 150,487 | | | | 1,086,116 | |
Pernod Ricard S.A. | | | 22,347 | | | | 2,583,366 | |
Rexel S.A. | | | 148,163 | | | | 2,390,850 | |
TOTAL S.A. | | | 56,649 | | | | 2,778,687 | |
| | | | | | | | |
| | | | | | | 17,830,017 | |
Germany – 7.0% | |
Allianz SE (Reg S) | | | 5,997 | | | | 935,238 | |
Bayer AG (Reg S) | | | 26,273 | | | | 3,679,272 | |
Deutsche Boerse AG | | | 24,919 | | | | 2,063,980 | |
Drillisch AG | | | 33,204 | | | | 1,479,072 | |
HeidelbergCement AG | | | 28,922 | | | | 2,292,266 | |
HUGO BOSS AG | | | 23,113 | | | | 2,583,943 | |
SAP SE | | | 21,255 | | | | 1,489,471 | |
| | | | | | | | |
| | | | | | | 14,523,242 | |
Hong Kong – 5.1% | |
BOC Hong Kong Holdings Ltd. | | | 611,000 | | | | 2,550,886 | |
Cheung Kong Property Holdings Ltd.(1) | | | 106,000 | | | | 876,547 | |
CK Hutchison Holdings Ltd. | | | 174,500 | | | | 2,576,757 | |
Hengan International Group Co. Ltd. | | | 249,500 | | | | 2,959,979 | |
Power Assets Holdings Ltd. | | | 159,500 | | | | 1,452,168 | |
| | | | | | | | |
| | | | | | | 10,416,337 | |
Italy – 2.3% | |
Enel S.p.A. | | | 753,824 | | | | 3,416,551 | |
Intesa Sanpaolo S.p.A. | | | 386,502 | | | | 1,403,576 | |
| | | | | | | | |
| | | | | | | 4,820,127 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Japan – 21.1% | |
Alps Electric Co. Ltd. | | | 54,600 | | | $ | 1,683,836 | |
Asahi Kasei Corp. | | | 230,000 | | | | 1,886,594 | |
Central Japan Railway Co. | | | 15,100 | | | | 2,724,864 | |
Chubu Electric Power Co., Inc. | | | 140,200 | | | | 2,089,561 | |
DCM Holdings Co. Ltd. | | | 241,800 | | | | 2,367,655 | |
Dowa Holdings Co. Ltd. | | | 191,801 | | | | 1,812,564 | |
Fujitsu Ltd. | | | 272,000 | | | | 1,519,758 | |
Hoya Corp. | | | 66,900 | | | | 2,679,326 | |
Matsumotokiyoshi Holdings Co. Ltd. | | | 58,800 | | | | 2,712,670 | |
Milbon Co. Ltd. | | | 29,900 | | | | 951,436 | |
Mitsubishi Electric Corp. | | | 261,000 | | | | 3,370,213 | |
Mitsubishi UFJ Financial Group, Inc. | | | 478,200 | | | | 3,440,392 | |
Nippon Telegraph & Telephone Corp. | | | 86,400 | | | | 3,129,040 | |
Obic Co. Ltd. | | | 37,500 | | | | 1,671,851 | |
Rohto Pharmaceutical Co. Ltd. | | | 78,420 | | | | 1,293,575 | |
Sumitomo Mitsui Financial Group, Inc. | | | 24,395 | | | | 1,086,046 | |
The Musashino Bank Ltd. | | | 21,400 | | | | 844,378 | |
Tokio Marine Holdings, Inc. | | | 49,000 | | | | 2,037,865 | |
Toyota Motor Corp. | | | 78,600 | | | | 5,259,697 | |
Zenkoku Hosho Co. Ltd. | | | 27,800 | | | | 989,496 | |
| | | | | | | | |
| | | | | | | 43,550,817 | |
Netherlands – 1.8% | | | | | | | | |
ING Groep N.V., CVA | | | 121,783 | | | | 2,022,251 | |
Wolters Kluwer N.V. | | | 59,912 | | | | 1,783,206 | |
| | | | | | | | |
| | | | | | | 3,805,457 | |
New Zealand – 0.8% | |
Fisher & Paykel Healthcare Corp. Ltd. | | | 340,910 | | | | 1,583,705 | |
| | | | | | | | |
| | | | | | | 1,583,705 | |
Singapore – 0.6% | |
Singapore Exchange Ltd. | | | 219,100 | | | | 1,272,784 | |
| | | | | | | | |
| | | | | | | 1,272,784 | |
Spain – 2.6% | |
Banco Bilbao Vizcaya Argentaria S.A. | | | 193,640 | | | | 1,908,119 | |
Ferrovial S.A. | | | 108,570 | | | | 2,358,836 | |
Mediaset Espana Comunicacion S.A. | | | 76,931 | | | | 1,010,004 | |
| | | | | | | | |
| | | | | | | 5,276,959 | |
Sweden – 2.8% | |
Intrum Justitia AB | | | 106,405 | | | | 3,222,271 | |
Skandinaviska Enskilda Banken AB, Class A | | | 193,384 | | | | 2,473,640 | |
| | | | | | | | |
| | | | | | | 5,695,911 | |
Switzerland – 11.4% | |
Actelion Ltd. (Reg S)(1) | | | 18,502 | | | | 2,709,644 | |
Bossard Holding AG, Class A (Reg S)(1) | | | 13,177 | | | | 1,519,680 | |
Novartis AG (Reg S) | | | 58,858 | | | | 5,789,300 | |
Roche Holding AG | | | 23,343 | | | | 6,545,177 | |
U-Blox AG(1) | | | 12,637 | | | | 2,554,785 | |
UBS Group AG (Reg S)(1) | | | 100,010 | | | | 2,121,860 | |
Zurich Insurance Group AG(1) | | | 7,503 | | | | 2,284,135 | |
| | | | | | | | |
| | | | | | | 23,524,581 | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS INTERNATIONAL VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
United Kingdom – 21.1% | |
Barclays PLC | | | 685,806 | | | $ | 2,810,877 | |
BP PLC | | | 545,303 | | | | 3,618,998 | |
British American Tobacco PLC | | | 90,072 | | | | 4,849,702 | |
BT Group PLC | | | 310,709 | | | | 2,200,237 | |
Croda International PLC | | | 49,356 | | | | 2,134,109 | |
Diageo PLC | | | 101,583 | | | | 2,941,820 | |
Direct Line Insurance Group PLC | | | 462,588 | | | | 2,441,794 | |
Experian PLC | | | 165,520 | | | | 3,010,542 | |
GlaxoSmithKline PLC | | | 20,503 | | | | 426,297 | |
HSBC Holdings PLC | | | 267,365 | | | | 2,394,095 | |
National Grid PLC | | | 192,447 | | | | 2,476,952 | |
Next PLC | | | 35,671 | | | | 4,175,000 | |
Reed Elsevier PLC | | | 176,630 | | | | 2,870,357 | |
Rio Tinto PLC | | | 25,341 | | | | 1,042,351 | |
Royal Dutch Shell PLC, Class A | | | 141,833 | | | | 4,010,206 | |
Smith & Nephew PLC | | | 123,201 | | | | 2,084,225 | |
| | | | | | | | |
| | | | | | | 43,487,562 | |
Total Common Stocks (Cost $189,677,907) | | | | | | | 198,115,451 | |
| | | | | | | | |
| | |
| | Shares | | | Value | |
Exchange-Traded Funds – 1.4% | |
iShares MSCI EAFE ETF | | | 44,196 | | | | 2,806,004 | |
| | | | | | | | |
Total Exchange-Traded Funds (Cost $2,819,930) | | | | 2,806,004 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Repurchase Agreements – 1.8% | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $3,748,000, due 7/1/2015(2) | | $ | 3,748,000 | | | | 3,748,000 | |
Total Repurchase Agreements (Cost $3,748,000) | | | | | | | 3,748,000 | |
Total Investments - 99.4% (Cost $196,245,837) | | | | | | | 204,669,455 | |
Other Assets, Net - 0.6% | | | | | | | 1,259,863 | |
Total Net Assets - 100.0% | | | | | | $ | 205,929,318 | |
(1) | Non-income-producing security. |
(2) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
U.S. Treasury Note | | | 2.25% | | | | 11/15/2024 | | | $ | 3,825,775 | |
Legend:
CVA — Certificaten Van Aandelen (Certificate of Shares).
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
SCHEDULE OF INVESTMENTS — RS INTERNATIONAL VIP SERIES
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Common Stocks: | | | | | | | | | | | | | | | | |
Australia | | $ | 192,100 | | | $ | 12,512,889 | * | | $ | — | | | $ | 12,704,989 | |
Belgium | | | — | | | | 2,457,879 | * | | | — | | | | 2,457,879 | |
Denmark | | | — | | | | 7,165,084 | * | | | — | | | | 7,165,084 | |
France | | | — | | | | 17,830,017 | * | | | — | | | | 17,830,017 | |
Germany | | | — | | | | 14,523,242 | * | | | — | | | | 14,523,242 | |
Hong Kong | | | 876,547 | | | | 9,539,790 | * | | | — | | | | 10,416,337 | |
Italy | | | — | | | | 4,820,127 | * | | | — | | | | 4,820,127 | |
Japan | | | — | | | | 43,550,817 | * | | | — | | | | 43,550,817 | |
Netherlands | | | — | | | | 3,805,457 | * | | | — | | | | 3,805,457 | |
New Zealand | | | — | | | | 1,583,705 | * | | | — | | | | 1,583,705 | |
Singapore | | | — | | | | 1,272,784 | * | | | — | | | | 1,272,784 | |
Spain | | | — | | | | 5,276,959 | * | | | — | | | | 5,276,959 | |
Sweden | | | — | | | | 5,695,911 | * | | | — | | | | 5,695,911 | |
Switzerland | | | — | | | | 23,524,581 | * | | | — | | | | 23,524,581 | |
United Kingdom | | | 2,441,794 | | | | 41,045,768 | * | | | — | | | | 43,487,562 | |
Exchange-Traded Funds | | | 2,806,004 | | | | — | | | | — | | | | 2,806,004 | |
Repurchase Agreements | | | — | | | | 3,748,000 | | | | — | | | | 3,748,000 | |
Total | | $ | 6,316,445 | | | $ | 198,353,010 | | | $ | — | | | $ | 204,669,455 | |
* | Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See 1a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1. |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS INTERNATIONAL VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | |
Assets | | | | |
Investments, at value | | $ | 204,669,455 | |
Cash | | | 128 | |
Foreign currency, at value | | | 19 | |
Receivable for investments sold | | | 3,302,767 | |
Dividends receivable | | | 773,327 | |
Foreign tax reclaims receivable | | | 372,195 | |
Receivable for fund shares subscribed | | | 97,913 | |
Prepaid expenses | | | 4,061 | |
| | | | |
Total Assets | | | 209,219,865 | |
| | | | |
| |
Liabilities | | | | |
Payable for investments purchased | | | 3,023,005 | |
Payable to adviser | | | 137,986 | |
Payable for fund shares redeemed | | | 86,984 | |
Accrued trustees’ fees | | | 3,169 | |
Accrued expenses/other liabilities | | | 39,403 | |
| | | | |
Total Liabilities | | | 3,290,547 | |
| | | | |
Total Net Assets | | $ | 205,929,318 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 193,962,185 | |
Accumulated undistributed net investment income | | | 3,363,893 | |
Accumulated net realized gain from investments and foreign currency transactions | | | 207,626 | |
Net unrealized appreciation on investments and translation of assets and liabilities in foreign currencies | | | 8,395,614 | |
| | | | |
Total Net Assets | | $ | 205,929,318 | |
| | | | |
Investments, at Cost | | $ | 196,245,837 | |
| | | | |
Foreign Currency, at Cost | | $ | 19 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 13,156,117 | |
Net Asset Value Per Share | | | $15.65 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Dividends | | $ | 4,766,409 | |
Withholding taxes on foreign dividends | | | (370,161 | ) |
| | | | |
Total Investment Income | | | 4,396,248 | |
| | | | |
| |
Expenses | | | | |
Investment advisory fees | | | 833,536 | |
Custodian fees | | | 40,251 | |
Professional fees | | | 26,753 | |
Shareholder reports | | | 9,439 | |
Administrative service fees | | | 7,920 | |
Trustees’ fees | | | 6,537 | |
Other expenses | | | 18,645 | |
| | | | |
Total Expenses | | | 943,081 | |
| | | | |
Net Investment Income | | | 3,453,167 | |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments and Foreign Currency Transactions | | | | |
Net realized gain from investments | | | 4,292,512 | |
Net realized loss from foreign currency transactions | | | (205,358 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 6,627,055 | |
Net change in unrealized appreciation/depreciation on translation of assets and liabilities in foreign currencies | | | (1,645 | ) |
| | | | |
Net Gain on Investments and Foreign Currency Transactions | | | 10,712,564 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 14,165,731 | |
| | | | |
| | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
FINANCIAL INFORMATION — RS INTERNATIONAL VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | | | | | |
Net investment income | | $ | 3,453,167 | | | $ | 4,928,659 | |
Net realized gain from investments and foreign currency transactions | | | 4,087,154 | | | | 9,635,322 | |
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities in foreign currencies | | | 6,625,410 | | | | (26,031,903 | ) |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets Resulting from Operations | | | 14,165,731 | | | | (11,467,922 | ) |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net investment income | | | — | | | | (4,431,347 | ) |
Net realized gain on investments | | | — | | | | (17,184,765 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (21,616,112 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 2,480,205 | | | | 12,355,603 | |
Reinvestment of distributions | | | — | | | | 21,616,112 | |
Cost of shares redeemed | | | (14,246,217 | ) | | | (32,010,813 | ) |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions | | | (11,766,012 | ) | | | 1,960,902 | |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets | | | 2,399,719 | | | | (31,123,132 | ) |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 203,529,599 | | | | 234,652,731 | |
| | | | | | | | |
End of period | | $ | 205,929,318 | | | $ | 203,529,599 | |
| | | | | | | | |
Distributions in Excess of Net Investment Income Included in Net Assets | | $ | — | | | $ | (89,274 | ) |
| | | | | | | | |
Accumulated Undistributed Net Investment Income Included in Net Assets | | $ | 3,363,893 | | | $ | — | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 159,996 | | | | 729,093 | |
Reinvested | | | — | | | | 1,467,489 | |
Redeemed | | | (917,287 | ) | | | (1,877,578 | ) |
| | | | | | | | |
Net Increase/(Decrease) | | | (757,291 | ) | | | 319,004 | |
| | | | | | | | |
| | | | | | | | |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
This Page Intentionally Left Blank
FINANCIAL INFORMATION — RS INTERNATIONAL VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Highlights Six-Months-Ended Numbers are unaudited | |
| | Net Asset Value, Beginning of Period | | | Net Investment Income | | | Net Realized and Unrealized Gain/(Loss) | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 14.63 | | | $ | 0.25 | 2 | | $ | 0.77 | | | $ | 1.02 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 17.26 | | | | 0.39 | | | | (1.30 | ) | | | (0.91 | ) | | | (0.35 | ) | | | (1.37 | ) | | | (1.72 | ) |
Year Ended 12/31/13 | | | 19.88 | | | | 0.33 | | | | 3.44 | | | | 3.77 | | | | (0.31 | ) | | | (6.08 | ) | | | (6.39 | ) |
Year Ended 12/31/12 | | | 16.99 | | | | 0.23 | | | | 2.88 | | | | 3.11 | | | | (0.22 | ) | | | — | | | | (0.22 | ) |
Year Ended 12/31/11 | | | 19.68 | | | | 0.27 | | | | (2.58 | ) | | | (2.31 | ) | | | (0.22 | ) | | | (0.16 | ) | | | (0.38 | ) |
Year Ended 12/31/10 | | | 17.51 | | | | 0.25 | | | | 2.23 | | | | 2.48 | | | | (0.31 | ) | | | — | | | | (0.31 | ) |
| | | | |
10 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS INTERNATIONAL VIP SERIES
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Income to Average Net Assets4 | | | Gross Ratio of Net Investment Income to Average Net Assets | | | Portfolio Turnover Rate | |
$ | 15.65 | | | | 6.97% | | | $ | 205,929 | | | | 0.91% | | | | 0.91% | | | | 3.31% | | | | 3.31% | | | | 59% | |
| 14.63 | | | | (5.30)% | | | | 203,530 | | | | 0.92% | | | | 0.92% | | | | 2.23% | | | | 2.23% | | | | 193% | |
| 17.26 | | | | 20.11% | | | | 234,653 | | | | 0.92% | | | | 0.92% | | | | 1.45% | | | | 1.45% | | | | 205% | 5 |
| 19.88 | | | | 18.35% | | | | 220,996 | | | | 0.92% | | | | 0.92% | | | | 1.18% | | | | 1.18% | | | | 21% | |
| 16.99 | | | | (11.65)% | | | | 208,247 | | | | 0.91% | | | | 0.91% | | | | 1.40% | | | | 1.40% | | | | 14% | |
| 19.68 | | | | 14.19% | | | | 255,934 | | | | 0.91% | | | | 0.91% | | | | 1.33% | | | | 1.33% | | | | 87% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
5 | The portfolio turnover rate was significantly higher than in prior periods due to trading in the Fund by the Fund’s new portfolio management team, effective as of July 1, 2013. |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 11 |
NOTES TO FINANCIAL STATEMENTS — RS INTERNATIONAL VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS International VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates market value (see Note 4d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts are valued at the mean
between the bid and ask rates for the specified time interpolated from rates for proximate time periods.
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires
NOTES TO FINANCIAL STATEMENTS — RS INTERNATIONAL VIP SERIES (UNAUDITED)
significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. As of June 30, 2015, the Fund had no securities classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. Transfers between Levels 1 and 2 related to certain exchange-traded foreign securities whose prices may have been affected by events occurring after the close of trading on the exchange and, as a result, whose values were determined by a pricing service using pricing models in accordance with methods approved by the Fund’s Board of Trustees. For the six months ended June 30, 2015, there were no transfers between Level 1, Level 2 and Level 3.
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to
NOTES TO FINANCIAL STATEMENTS — RS INTERNATIONAL VIP SERIES (UNAUDITED)
examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
d. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
e. Forward Foreign Currency Contracts The Fund may enter into forward foreign currency contracts. A forward foreign currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward exchange rate. Risks may arise from the potential inability of the Fund’s counterparty to meet the terms of a contract and from unanticipated movements in the value of a currency relative to another currency. Fluctuations in the values of forward foreign currency contracts are recorded for book purposes as unrealized gains or losses from translation of other assets and liabilities denominated in foreign currencies by the Fund. When a forward contract is closed, the Fund will record a realized gain or loss equal to the increase or decrease in the value of such forward contract between the time it was opened and the time it was closed. Such amounts are recorded as net realized gains or losses on foreign currency related transactions.
f. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
g. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets.
h. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
i. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an investment advisory fee based on the average daily net assets of the Fund at an annual rate of 0.80%.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
| | | | |
Ordinary Income | | Long-Term Capital Gains | |
$16,044,704 | | $ | 5,571,408 | |
NOTES TO FINANCIAL STATEMENTS — RS INTERNATIONAL VIP SERIES (UNAUDITED)
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
As of December 31, 2014, the Fund made the following reclassifications of permanent book and tax basis differences:
| | | | |
Undistributed Net Investment Income | | Accumulated Net Realized Gain | |
$(579,583) | | $ | 579,583 | |
The tax basis of distributable earnings as of December 31, 2014, was as follows:
| | | | | | |
| | Undistributed Long-Term Capital Gains | | | |
| | | $521,406 | | | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund elected to defer net capital losses of $2,167,589.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $198,554,090. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $12,427,231 and $(6,311,866), respectively, resulting in net unrealized appreciation of $6,115,365.
Note 4. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $121,723,610 and $133,315,514, respectively, for the six months ended June 30, 2015.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign companies may be less liquid and their prices more volatile than those of comparable U.S. companies.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to a greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
d. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
NOTES TO FINANCIAL STATEMENTS — RS INTERNATIONAL VIP SERIES (UNAUDITED)
For the six months ended June 30, 2015, the Fund borrowed under the facility as follows:
| | | | | | | | | | | | |
Amount Outstanding at 6/30/15 | | Average Borrowing* | | | Days Borrowings Outstanding | | | Average Interest Rate* | |
$— | | $ | 568,531 | | | | 5 | | | | 1.38% | |
* | For the six months ended June 30, 2015, based on the number of days borrowings were outstanding. |
Note 6. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 7. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
RS VARIABLE
PRODUCTS TRUST
RS EMERGING MARKETS VIP SERIES
| | |
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | $1,000.00 | | | $1,042.00 | | | | $6.73 | | | | 1.33% | |
Based on Hypothetical Return (5% Return Before Expenses) | | $1,000.00 | | | $1,018.20 | | | | $6.66 | | | | 1.33% | |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS EMERGING MARKETS VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Common Stocks – 95.5% | | | | | | | | |
Argentina – 0.6% | | | | | | | | |
YPF S.A., ADR | | | 13,963 | | | $ | 383,005 | |
| | | | | | | | |
| | | | | | | 383,005 | |
Brazil – 3.0% | | | | | | | | |
BB Seguridade Participacoes S.A. | | | 36,100 | | | | 395,938 | |
Cia Paranaense de Energia, ADR | | | 39,810 | | | | 437,910 | |
CVC Brasil Operadora e Agencia de Viagens S.A. | | | 39,500 | | | | 238,847 | |
Fibria Celulose S.A. | | | 30,700 | | | | 418,865 | |
Sao Martinho S.A. | | | 30,300 | | | | 365,460 | |
| | | | | | | | |
| | | | | | | 1,857,020 | |
Chile – 0.5% | | | | | |
Banco Santander Chile, ADR | | | 14,618 | | | | 296,014 | |
| | | | | | | | |
| | | | | | | 296,014 | |
Greece – 0.5% | | | | | |
Tsakos Energy Navigation Ltd. | | | 34,582 | | | | 329,566 | |
| | | | | | | | |
| | | | | | | 329,566 | |
Hong Kong – 0.7% | | | | | |
Xinyi Solar Holdings Ltd. | | | 1,084,000 | | | | 446,308 | |
| | | | | | | | |
| | | | | | | 446,308 | |
India – 6.3% | | | | | |
Bharat Petroleum Corp. Ltd. | | | 36,184 | | | | 498,621 | |
Cadila Healthcare Ltd. | | | 17,145 | | | | 484,896 | |
Dewan Housing Finance Corp. Ltd. | | | 59,599 | | | | 391,849 | |
Exide Industries Ltd. | | | 78,682 | | | | 182,925 | |
HCL Technologies Ltd. | | | 34,630 | | | | 500,362 | |
Idea Cellular Ltd. | | | 116,793 | | | | 322,628 | |
IRB Infrastructure Developers Ltd. | | | 66,069 | | | | 240,501 | |
Tata Motors Ltd., ADR | | | 14,115 | | | | 486,544 | |
Yes Bank Ltd. | | | 55,895 | | | | 740,685 | |
| | | | | | | | |
| | | | | | | 3,849,011 | |
Indonesia – 1.3% | | | | | |
PT Bank Negara Indonesia (Persero) Tbk | | | 834,100 | | | | 330,689 | |
PT Pakuwon Jati Tbk | | | 8,209,200 | | | | 263,985 | |
PT Sri Rejeki Isman Tbk | | | 7,455,600 | | | | 169,439 | |
| | | | | | | | |
| | | | | | | 764,113 | |
Mexico – 6.8% | | | | | |
America Movil S.A.B. de C.V., ADR, Series L | | | 40,504 | | | | 863,140 | |
Banregio Grupo Financiero S.A.B. de C.V. | | | 90,600 | | | | 527,431 | |
Gruma S.A.B. de C.V., Class B | | | 37,697 | | | | 486,278 | |
Grupo Aeroportuario del Pacifico S.A.B. de C.V., ADR | | | 4,896 | | | | 335,327 | |
Grupo Financiero Interacciones S.A. de C.V., Class O | | | 51,100 | | | | 311,298 | |
Grupo Mexico S.A.B. de C.V., Series B | | | 186,154 | | | | 560,090 | |
Grupo Televisa S.A.B., ADR | | | 18,780 | | | | 729,040 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Mexico (continued) | | | | | |
Kimberly-Clark de Mexico S.A.B. de C.V., Class A | | | 152,000 | | | $ | 328,709 | |
| | | | | | | | |
| | | | | | | 4,141,313 | |
People’s Republic of China – 26.1% | | | | | |
Alibaba Group Holding Ltd., ADR(1) | | | 3,533 | | | | 290,660 | |
Bank of China Ltd., H shares | | | 2,686,000 | | | | 1,746,622 | |
China Communications Construction Co. Ltd., H shares | | | 363,000 | | | | 540,151 | |
China Construction Bank Corp., H shares | | | 1,981,638 | | | | 1,810,115 | |
China Galaxy Securities Co. Ltd., H shares | | | 228,500 | | | | 298,174 | |
China Merchants Bank Co. Ltd., H shares | | | 197,000 | | | | 574,750 | |
China Mobile Ltd. | | | 116,758 | | | | 1,496,048 | |
China Petroleum & Chemical Corp., H shares | | | 786,000 | | | | 673,428 | |
China Resources Gas Group Ltd. | | | 118,000 | | | | 348,668 | |
China Resources Land Ltd. | | | 254,000 | | | | 822,033 | |
Chinasoft International Ltd.(1) | | | 602,000 | | | | 328,108 | |
Chongqing Changan Automobile Co. Ltd., Class B | | | 198,700 | | | | 507,431 | |
CNOOC Ltd. | | | 432,000 | | | | 613,896 | |
Hengan International Group Co. Ltd. | | | 39,500 | | | | 468,614 | |
New China Life Insurance Co. Ltd., H shares | | | 135,700 | | | | 811,349 | |
Nine Dragons Paper Holdings Ltd. | | | 198,000 | | | | 172,208 | |
PAX Global Technology Ltd.(1) | | | 228,000 | | | | 326,590 | |
Ping An Insurance (Group) Co. of China Ltd., H shares | | | 85,500 | | | | 1,150,561 | |
Shenzhen International Holdings Ltd. | | | 406,000 | | | | 706,182 | |
Sino Biopharmaceutical Ltd. | | | 264,000 | | | | 306,754 | |
Tencent Holdings Ltd. | | | 69,530 | | | | 1,391,256 | |
Vipshop Holdings Ltd., ADR(1) | | | 17,226 | | | | 383,278 | |
ZTE Corp., H shares | | | 95,280 | | | | 241,441 | |
| | | | | | | | |
| | | | | | | 16,008,317 | |
Peru – 0.5% | |
Credicorp Ltd. | | | 2,124 | | | | 295,066 | |
| | | | | | | | |
| | | | | | | 295,066 | |
Philippines – 0.9% | |
Puregold Price Club, Inc. | | | 395,100 | | | | 324,047 | |
Vista Land & Lifescapes, Inc. | | | 1,563,600 | | | | 220,167 | |
| | | | | | | | |
| | | | | | | 544,214 | |
Qatar – 1.0% | |
Al Meera Consumer Goods Co. | | | 8,566 | | | | 592,258 | |
| | | | | | | | |
| | | | | | | 592,258 | |
Russia – 4.1% | |
Gazprom OAO, ADR | | | 65,557 | | | | 345,485 | |
Lukoil OAO, ADR | | | 16,901 | | | | 744,653 | |
MMC Norilsk Nickel PJSC, ADR | | | 22,721 | | | | 382,832 | |
Sberbank of Russia, ADR | | | 118,305 | | | | 617,936 | |
| | | | | | | | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS EMERGING MARKETS VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Russia (continued) | |
X5 Retail Group N.V., GDR (Reg S)(1) | | | 23,810 | | | $ | 396,437 | |
| | | | | | | | |
| | | | | | | 2,487,343 | |
South Africa – 6.6% | |
Capitec Bank Holdings Ltd. | | | 14,586 | | | | 580,932 | |
Mondi Ltd. | | | 21,552 | | | | 472,419 | |
Naspers Ltd., N shares | | | 8,399 | | | | 1,306,081 | |
Sasol Ltd. | | | 8,672 | | | | 321,122 | |
Standard Bank Group Ltd. | | | 41,847 | | | | 550,681 | |
Steinhoff International Holdings Ltd. | | | 89,209 | | | | 564,579 | |
Telkom S.A. SOC Ltd.(1) | | | 46,436 | | | | 244,704 | |
| | | | | | | | |
| | | | | | | 4,040,518 | |
South Korea – 16.1% | |
BNK Financial Group, Inc. | | | 49,634 | | | | 631,035 | |
CJ CheilJedang Corp. | | | 1,261 | | | | 498,137 | |
CJ Corp. | | | 1,725 | | | | 457,011 | |
GS Retail Co. Ltd. | | | 14,915 | | | | 624,003 | |
Hana Tour Service, Inc. | | | 5,722 | | | | 653,015 | |
Hanwha Life Insurance Co. Ltd. | | | 42,754 | | | | 303,988 | |
Hyundai Development Co. | | | 7,920 | | | | 469,183 | |
Hyundai Elevator Co. Ltd.(1) | | | 4,544 | | | | 307,580 | |
KB Financial Group, Inc. | | | 17,986 | | | | 594,040 | |
Korea Electric Power Corp. | | | 16,656 | | | | 680,816 | |
LG Chem Ltd. | | | 1,796 | | | | 447,897 | |
NCSoft Corp. | | | 1,839 | | | | 326,785 | |
POSCO, ADR | | | 4,667 | | | | 229,103 | |
Samkee Automotive Co. Ltd. | | | 61,974 | | | | 212,812 | |
Samsung Electro-Mechanics Co. Ltd. | | | 2,985 | | | | 136,536 | |
Samsung Electronics Co. Ltd. | | | 1,978 | | | | 2,244,209 | |
Silicon Works Co. Ltd. | | | 6,932 | | | | 233,293 | |
SK Hynix, Inc. | | | 6,987 | | | | 264,818 | |
Soulbrain Co. Ltd. | | | 3,883 | | | | 169,825 | |
Wonik IPS Co. Ltd.(1) | | | 31,138 | | | | 395,554 | |
| | | | | | | | |
| | | | | | | 9,879,640 | |
Taiwan – 13.5% | | | | | | | | |
CTBC Financial Holding Co. Ltd. | | | 1,092,676 | | | | 860,667 | |
Fubon Financial Holding Co. Ltd. | | | 296,000 | | | | 588,266 | |
Fulgent Sun International Holding Co. Ltd. | | | 147,000 | | | | 393,002 | |
Hota Industrial Manufacturing Co. Ltd. | | | 197,000 | | | | 633,036 | |
Largan Precision Co. Ltd. | | | 6,000 | | | | 684,904 | |
Lion Travel Service Co. Ltd. | | | 36,000 | | | | 195,434 | |
Nan Ya Plastics Corp. | | | 212,000 | | | | 497,607 | |
Powertech Technology, Inc. | | | 150,000 | | | | 324,575 | |
Primax Electronics Ltd. | | | 341,000 | | | | 431,663 | |
Taishin Financial Holding Co. Ltd. | | | 1,253,000 | | | | 522,036 | |
Taiwan Mobile Co. Ltd. | | | 143,000 | | | | 477,488 | |
Taiwan Paiho Ltd. | | | 201,000 | | | | 566,680 | |
Taiwan Semiconductor Manufacturing Co. Ltd. | | | 455,259 | | | | 2,070,799 | |
| | | | | | | | |
| | | | | | | 8,246,157 | |
Thailand – 3.4% | |
AP Thailand PCL (Reg F)(2) | | | 1,664,800 | | | | 354,278 | |
Bangkok Dusit Medical Services PCL (Reg F)(2) | | | 471,900 | | | | 274,825 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Shares | | | Value | |
Thailand (continued) | |
GFPT PCL (Reg F)(2) | | | 688,000 | | | $ | 243,809 | |
Thai Oil PCL (Reg F)(2) | | | 223,800 | | | | 363,593 | |
Thai Union Frozen Products PCL (Reg F)(2) | | | 595,500 | | | | 383,576 | |
The Siam Cement PCL (Reg F) | | | 29,700 | | | | 454,584 | |
| | | | | | | | |
| | | | | | | 2,074,665 | |
Turkey – 2.3% | |
Celebi Hava Servisi A.S. | | | 31,547 | | | | 402,308 | |
Tat Gida Sanayi A.S.(1) | | | 133,619 | | | | 332,041 | |
Turkiye Garanti Bankasi A.S. | | | 216,193 | | | | 674,274 | |
| | | | | | | | |
| | | | | | | 1,408,623 | |
United Arab Emirates – 1.3% | |
Air Arabia PJSC | | | 947,803 | | | | 415,680 | |
Dubai Islamic Bank PJSC | | | 206,466 | | | | 382,148 | |
| | | | | | | | |
| | | | | | | 797,828 | |
Total Common Stocks (Cost $52,076,097) | | | | 58,440,979 | |
| | | | | | | | |
| | Shares | | | Value | |
Preferred Stocks – 2.9% | | | | | | | | |
Brazil – 2.9% | | | | | | | | |
Banco Bradesco S.A. | | | 98,380 | | | | 901,814 | |
Itau Unibanco Holding S.A. | | | 79,634 | | | | 876,484 | |
| | | | | | | | |
| | | | | | | 1,778,298 | |
Total Preferred Stocks (Cost $2,229,555) | | | | 1,778,298 | |
| | | | | | | | |
| | Rights | | | Value | |
Rights – 0.0% | | | | | | | | |
South Korea – 0.0% | | | | | | | | |
Hyundai Elevator Co. Ltd.(1) | | | 925 | | | | 14,222 | |
| | | | | | | | |
| | | | | | | 14,222 | |
Total Rights (Cost $0) | | | | 14,222 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Repurchase Agreements – 0.9% | | | | | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $567,000, due 7/1/2015(3) | | $ | 567,000 | | | | 567,000 | |
Total Repurchase Agreements (Cost $567,000) | | | | 567,000 | |
Total Investments – 99.3% (Cost $54,872,652) | | | | 60,800,499 | |
Other Assets, Net – 0.7% | | | | 423,435 | |
Total Net Assets – 100.0% | | | $ | 61,223,934 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
SCHEDULE OF INVESTMENTS — RS EMERGING MARKETS VIP SERIES
(1) | Non-income-producing security. |
(2) | Fair valued security. See 1a in Notes to Financial Statements. |
(3) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
U.S. Treasury Note | | | 2.25% | | | | 11/15/2024 | | | $ | 582,075 | |
Legend:
ADR — American Depositary Receipt.
GDR — Global Depositary Receipt.
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Common Stocks: | | | | | | | | | | | | | | | | |
Argentina | | $ | 383,005 | | | $ | — | | | $ | — | | | $ | 383,005 | |
Brazil | | | 1,857,020 | | | | — | | | | — | | | | 1,857,020 | |
Chile | | | 296,014 | | | | — | | | | — | | | | 296,014 | |
Greece | | | 329,566 | | | | — | | | | — | | | | 329,566 | |
Hong Kong | | | — | | | | 446,308 | * | | | — | | | | 446,308 | |
India | | | 1,471,802 | | | | 2,377,209 | * | | | — | | | | 3,849,011 | |
Indonesia | | | 169,439 | | | | 594,674 | * | | | — | | | | 764,113 | |
Mexico | | | 4,141,313 | | | | — | | | | — | | | | 4,141,313 | |
People’s Republic of China | | | 673,938 | | | | 15,334,379 | * | | | — | | | | 16,008,317 | |
Peru | | | 295,066 | | | | — | | | | — | | | | 295,066 | |
Philippines | | | — | | | | 544,214 | * | | | — | | | | 544,214 | |
Qatar | | | — | | | | 592,258 | * | | | — | | | | 592,258 | |
Russia | | | 798,224 | | | | 1,689,119 | * | | | — | | | | 2,487,343 | |
South Africa | | | — | | | | 4,040,518 | * | | | — | | | | 4,040,518 | |
South Korea | | | 229,103 | | | | 9,650,537 | * | | | — | | | | 9,879,640 | |
Taiwan | | | — | | | | 8,246,157 | * | | | — | | | | 8,246,157 | |
Thailand | | | — | | | | 2,074,665 | * | | | — | | | | 2,074,665 | |
Turkey | | | 332,041 | | | | 1,076,582 | * | | | — | | | | 1,408,623 | |
United Arab Emirates | | | — | | | | 797,828 | * | | | — | | | | 797,828 | |
Preferred Stocks | | | 1,778,298 | | | | — | | | | — | | | | 1,778,298 | |
Rights | | | 14,222 | | | | — | | | | — | | | | 14,222 | |
Repurchase Agreements | | | — | | | | 567,000 | | | | — | | | | 567,000 | |
Total | | $ | 12,769,051 | | | $ | 48,031,448 | | | $ | — | | | $ | 60,800,499 | |
* | Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See 1a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1. |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
| | | | |
| | Investment in Securities (unaudited) | |
Balance as of 12/31/2014 | | $ | 386,404 | |
Change in unrealized appreciation/depreciation | | | — | |
Net realized loss | | | — | |
Purchases | | | — | |
Sales | | | — | |
Transfers into/out of Level 3 | | | (386,404 | ) |
Balance as of 6/30/2015 | | $ | — | |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS EMERGING MARKETS VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | |
Assets | | | | |
Investments, at value | | $ | 60,800,499 | |
Cash | | | 399 | |
Foreign currency, at value | | | 169,837 | |
Dividends receivable | | | 384,980 | |
Receivable for fund shares subscribed | | | 41,010 | |
Prepaid expenses | | | 1,222 | |
| | | | |
Total Assets | | | 61,397,947 | |
| | | | |
| |
Liabilities | | | | |
Payable to adviser | | | 50,779 | |
Accrued foreign capital gains tax | | | 47,695 | |
Payable for fund shares redeemed | | | 17,639 | |
Accrued trustees’ fees | | | 937 | |
Payable for investments purchased | | | 5 | |
Accrued expenses/other liabilities | | | 56,958 | |
| | | | |
Total Liabilities | | | 174,013 | |
| | | | |
Total Net Assets | | $ | 61,223,934 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 55,764,841 | |
Accumulated undistributed net investment income | | | 116,116 | |
Accumulated net realized loss from investments, foreign currency transactions and foreign capital gains tax | | | (537,477 | ) |
Net unrealized appreciation on investments, foreign capital gains tax and translation of assets and liabilities in foreign currencies | | | 5,880,454 | |
| | | | |
Total Net Assets | | $ | 61,223,934 | |
| | | | |
Investments, at Cost | | $ | 54,872,652 | |
| | | | |
Foreign Currency, at Cost | | $ | 169,873 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 4,253,882 | |
Net Asset Value Per Share | | | $14.39 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Dividends | | $ | 789,356 | |
Withholding taxes on foreign dividends | | | (74,933 | ) |
| | | | |
Total Investment Income | | | 714,423 | |
| | | | |
| |
Expenses | | | | |
Investment advisory fees | | | 313,373 | |
Custodian fees | | | 55,295 | |
Professional fees | | | 26,399 | |
Transfer agent fees | | | 11,352 | |
Shareholder reports | | | 4,827 | |
Administrative service fees | | | 2,388 | |
Trustees’ fees | | | 1,953 | |
Other expenses | | | 2,231 | |
| | | | |
Total Expenses | | | 417,818 | |
| | | | |
Net Investment Income | | | 296,605 | |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments, Foreign Currency Transactions and Foreign Capital Gains Tax | | | | |
Net realized loss from investments | | | (16,189 | ) |
Net realized loss from foreign currency transactions | | | (99,627 | ) |
Foreign capital gains taxes paid | | | (67,685 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 2,424,701 | |
Net change in unrealized appreciation/depreciation on translation of assets and liabilities in foreign currencies | | | 10,189 | |
Net change in accrued foreign capital gains tax | | | 79,175 | |
| | | | |
Net Gain on Investments, Foreign Currency Transactions and Foreign Capital Gains Tax | | | 2,330,564 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 2,627,169 | |
| | | | |
| | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
FINANCIAL INFORMATION — RS EMERGING MARKETS VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | | | | | |
Net investment income | | $ | 296,605 | | | $ | 655,710 | |
Net realized gain/(loss) from investments, foreign currency transactions and foreign capital gains tax | | | (183,501 | ) | | | 1,175,689 | |
Net change in unrealized appreciation/depreciation on investments, foreign capital gains tax and translation of assets and liabilities in foreign currencies | | | 2,514,065 | | | | (4,291,462 | ) |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets Resulting from Operations | | | 2,627,169 | | | | (2,460,063 | ) |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net investment income | | | — | | | | (684,590 | ) |
Net realized gain on investments | | | — | | | | (1,202,347 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (1,886,937 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 1,867,470 | | | | 7,244,865 | |
Reinvestment of distributions | | | — | | | | 1,886,937 | |
Cost of shares redeemed | | | (6,052,537 | ) | | | (16,910,688 | ) |
| | | | | | | | |
Net Decrease in Net Assets Resulting from Capital Share Transactions | | | (4,185,067 | ) | | | (7,778,886 | ) |
| | | | | | | | |
Net Decrease in Net Assets | | | (1,557,898 | ) | | | (12,125,886 | ) |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 62,781,832 | | | | 74,907,718 | |
| | | | | | | | |
End of period | | $ | 61,223,934 | | | $ | 62,781,832 | |
| | | | | | | | |
Distributions in Excess of Net Investment Income Included in Net Assets | | $ | — | | | $ | (180,489 | ) |
| | | | | | | | |
Accumulated Undistributed Net Investment Income Included in Net Assets | | $ | 116,116 | | | $ | — | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 128,871 | | | | 489,159 | |
Reinvested | | | — | | | | 138,237 | |
Redeemed | | | (420,727 | ) | | | (1,145,353 | ) |
| | | | | | | | |
Net Decrease | | | (291,856 | ) | | | (517,957 | ) |
| | | | | | | | |
| | | | | | | | |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
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FINANCIAL INFORMATION — RS EMERGING MARKETS VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Highlights Six-Months-Ended Numbers are unaudited | | | | | | | | | | | | | | | | |
| | Net Asset Value, Beginning of Period | | | Net Investment Income | | | Net Realized and Unrealized Gain/(Loss) | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 13.81 | | | $ | 0.07 | 2 | | $ | 0.51 | | | $ | 0.58 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 14.79 | | | | 0.14 | | | | (0.70 | ) | | | (0.56 | ) | | | (0.15 | ) | | | (0.27 | ) | | | (0.42 | ) |
Year Ended 12/31/13 | | | 18.02 | | | | 0.14 | | | | (0.94 | ) | | | (0.80 | ) | | | (0.04 | ) | | | (2.51 | ) | | | (2.55 | ) |
Year Ended 12/31/12 | | | 16.56 | | | | 0.09 | | | | 2.15 | | | | 2.24 | | | | (0.13 | ) | | | (0.65 | ) | | | (0.78 | ) |
Year Ended 12/31/11 | | | 24.48 | | | | 0.09 | | | | (5.30 | ) | | | (5.21 | ) | | | — | | | | (2.71 | ) | | | (2.71 | ) |
Year Ended 12/31/10 | | | 21.22 | | | | 0.04 | | | | 3.99 | | | | 4.03 | | | | (0.65 | ) | | | (0.12 | ) | | | (0.77 | ) |
| | | | |
10 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS EMERGING MARKETS VIP SERIES
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | |
Increase from Contribution by Adviser | | | Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Income to Average Net Assets4 | | | Gross Ratio of Net Investment Income to Average Net Assets | | | Portfolio Turnover Rate | |
$ | — | | | $ | 14.39 | | | | 4.20% | | | $ | 61,224 | | | | 1.33% | | | | 1.33% | | | | 0.95% | | | | 0.95% | | | | 57% | |
| — | | | | 13.81 | | | | (3.71)% | | | | 62,782 | | | | 1.35% | | | | 1.35% | | | | 0.94% | | | | 0.94% | | | | 135% | |
| 0.12 | | | | 14.79 | | | | (3.47)% | 5 | | | 74,908 | | | | 1.33% | | | | 1.33% | | | | 0.91% | | | | 0.91% | | | | 248% | 6 |
| — | | | | 18.02 | | | | 13.59% | | | | 92,080 | | | | 1.27% | | | | 1.27% | | | | 0.66% | | | | 0.66% | | | | 47% | |
| — | | | | 16.56 | | | | (20.97)% | | | | 97,133 | | | | 1.19% | | | | 1.19% | | | | 0.60% | | | | 0.60% | | | | 41% | |
| — | | | | 24.48 | | | | 19.13% | | | | 152,531 | | | | 1.19% | | | | 1.19% | | | | 0.35% | | | | 0.35% | | | | 36% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
5 | Without the effect of the contribution by the adviser, total return would have been (4.00)%. |
6 | The portfolio turnover rate was significantly higher than in prior periods due to trading in the Fund by the Fund’s new portfolio management team effective as of March 1, 2013. |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 11 |
NOTES TO FINANCIAL STATEMENTS — RS EMERGING MARKETS VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS Emerging Markets VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations Marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates market value (see Note 4d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward
foreign currency contracts are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods.
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the
NOTES TO FINANCIAL STATEMENTS — RS EMERGING MARKETS VIP SERIES (UNAUDITED)
determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. For the six months ended June 30, 2015, the Fund had one security classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. Transfers between Levels 1 and 2 related to certain exchange-traded foreign securities whose prices may have been affected by events occurring after the close of trading on the exchange and, as a result, whose values were determined by a pricing service using pricing models in accordance with methods approved by the Fund’s Board of Trustees.
Transfers into and out of each level of the fair value hierarchy for the six months ended June 30, 2015, were as follows:
| | | | |
| | Common Stocks | |
Transfers into Level 1 | | $ | 896,300 | |
Transfers (out) of Level 1 | | $ | (507,432 | ) |
Transfers into Level 2 | | $ | 893,836 | |
Transfers (out) of Level 2 | | $ | (896,300 | ) |
Transfers into Level 3 | | $ | — | |
Transfers (out) of Level 3 | | $ | (386,404 | ) |
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and
sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
NOTES TO FINANCIAL STATEMENTS — RS EMERGING MARKETS VIP SERIES (UNAUDITED)
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
d. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
e. Forward Foreign Currency Contracts The Fund may enter into forward foreign currency contracts. A forward foreign currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward exchange rate. Risks may arise from the potential inability of the Fund’s counterparty to meet the terms of a contract and from unanticipated movements in the value of a currency relative to another currency. Fluctuations in the values of forward foreign currency contracts are recorded for book purposes as unrealized gains or losses from translation of other assets and liabilities denominated in foreign currencies by the Fund. When a forward contract is closed, the Fund will record a realized gain or loss equal to the increase or decrease in the value of such forward contract between the time it was opened and the time it was closed. Such amounts are
recorded as net realized gains or losses on foreign currency related transactions.
f. Foreign Capital Gains Tax Gains realized by the Fund on the sale of securities in certain foreign countries are subject to non-U.S. taxes. The Fund records a liability based on unrealized gains to provide for non-U.S. taxes likely to be payable upon the sale of such securities.
g. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
h. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets.
i. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
j. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an investment advisory fee based on the average daily net assets of the Fund at an annual rate of 1.00%.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
NOTES TO FINANCIAL STATEMENTS — RS EMERGING MARKETS VIP SERIES (UNAUDITED)
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
| | | | |
Ordinary Income | | Long-Term Capital Gains | |
$684,590 | | $ | 1,202,347 | |
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
As of December 31, 2014, the Fund made the following reclassifications of permanent book and tax basis differences:
| | | | |
Undistributed Net Investment Income | | Accumulated Net Realized Gain | |
$(123,886) | | $ | 123,886 | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring
on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund elected to defer net capital losses of $140,143.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $55,372,195. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $7,915,348 and $(2,487,044), respectively, resulting in net unrealized appreciation of $5,428,304.
Note 4. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $35,162,571 and $38,703,870, respectively, for the six months ended June 30, 2015.
b. Foreign Securities Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign companies may be less liquid and their prices more volatile than those of comparable U.S. companies.
c. Industry or Sector Concentration In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to a greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.
Investing in developing countries can add additional risk, such as high rates of inflation or sharply devalued currencies against the U.S. dollar. Transaction costs are often higher and there may be delays in settlement procedures.
d. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest,
NOTES TO FINANCIAL STATEMENTS — RS EMERGING MARKETS VIP SERIES (UNAUDITED)
the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
For the six months ended June 30, 2015, the Fund borrowed under the facility as follows:
| | | | | | | | | | | | | | |
Amount Outstanding at 6/30/15 | | | Average Borrowing* | | | Days Borrowings Outstanding | | | Average Interest Rate* | |
| $— | | | $ | 482,545 | | | | 30 | | | | 1.38% | |
* | For the six months ended June 30, 2015, based on the number of days borrowings were outstanding. |
Note 6. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 7. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
RS VARIABLE
PRODUCTS TRUST
RS INVESTMENT QUALITY BOND VIP SERIES
| | |
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | $1,000.00 | | | $1,004.80 | | | | $2.78 | | | | 0.56% | |
Based on Hypothetical Return (5% Return Before Expenses) | | $1,000.00 | | | $1,022.02 | | | | $2.81 | | | | 0.56% | |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Agency Mortgage-Backed Securities – 7.5% | |
FHLMC 4.00% due 1/1/2041(1) | | $ | 4,108,920 | | | $ | 4,358,711 | |
7.00% due 9/1/2038 | | | 160,027 | | | | 195,477 | |
1534 Z 5.00% due 6/15/2023 | | | 234,894 | | | | 252,405 | |
3227 PR 5.50% due 9/15/2035(1) | | | 2,877,097 | | | | 3,046,837 | |
FNMA | | | | | | | | |
2.285% due 12/1/2036(2) | | | 355,632 | | | | 378,901 | |
2.315% due 8/1/2046(2) | | | 249,765 | | | | 250,681 | |
3.00% due 4/1/2043 - 7/1/2043 | | | 14,926,212 | | | | 14,936,863 | |
3.50% due 11/1/2042 - 7/14/2045 | | | 14,027,754 | | | | 14,456,352 | |
4.00% due 9/1/2040 - 11/1/2040 | | | 5,400,801 | | | | 5,740,584 | |
4.50% due 12/1/2038 - 3/1/2044 | | | 8,164,193 | | | | 8,842,404 | |
5.00% due 4/1/2023 - 12/1/2039 | | | 3,581,127 | | | | 3,953,060 | |
5.50% due 1/1/2038 - 2/1/2039 | | | 2,199,996 | | | | 2,467,455 | |
6.00% due 8/1/2021 | | | 145,286 | | | | 158,414 | |
7.00% due 2/1/2032 - 6/1/2032 | | | 77,530 | | | | 93,004 | |
7.50% due 12/1/2029 | | | 89,912 | | | | 106,370 | |
8.00% due 1/1/2030 - 9/1/2030 | | | 41,209 | | | | 49,127 | |
GNMA | | | | | | | | |
6.00% due 10/15/2032 - 12/15/2033 | | | 240,750 | | | | 279,476 | |
| | | | | | | | |
Total Agency Mortgage-Backed Securities (Cost $57,762,933) | | | | 59,566,121 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Asset-Backed Securities – 3.8% | |
Ameriquest Mortgage Securities, Inc. 2003-5 A6 4.433% due 4/25/2033(2) | | | 423,021 | | | | 430,117 | |
Avis Budget Rental Car Funding AESOP LLC | | | | | | | | |
2012-1A A | | | | | | | | |
2.054% due 8/20/2016(1)(3) | | | 1,200,000 | | | | 1,201,489 | |
2014-1A A | | | | | | | | |
2.46% due 7/20/2020(3) | | | 4,000,000 | | | | 4,026,260 | |
CNH Equipment Trust 2012-C A4 0.87% due 9/16/2019(1) | | | 8,000,000 | | | | 8,005,624 | |
DB Master Finance LLC 2015-1A A2I 3.262% due 2/20/2045(3) | | | 1,436,400 | | | | 1,441,842 | |
Domino’s Pizza Master Issuer LLC 2012-1A A2 5.216% due 1/25/2042(1)(3) | | | 6,570,500 | | | | 6,782,208 | |
Ford Credit Floorplan Master Owner Trust 2012-5 A 1.49% due 9/15/2019(1) | | | 5,550,000 | | | | 5,561,916 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Asset-Backed Securities (continued) | |
Synchrony Credit Card Master Note Trust 2012-6 A 1.36% due 8/17/2020 | | $ | 2,300,000 | | | $ | 2,298,438 | |
| | | | | | | | |
Total Asset-Backed Securities (Cost $29,525,065) | | | | | | | 29,747,894 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Senior Secured Loans – 4.8% | | | | | | | | |
Building Materials – 0.4% | | | | | | | | |
Generac Power Systems, Inc. Term Loan B 3.25% due 5/31/2020(2) | | | 1,351,500 | | | | 1,338,553 | |
Quikrete Holdings, Inc. 1st Lien Term Loan 4.00% due 9/28/2020(2) | | | 1,517,279 | | | | 1,516,642 | |
| | | | | | | | |
| | | | | | | 2,855,195 | |
Environmental – 0.5% | | | | | | | | |
Granite Acquisition, Inc. Term Loan B 5.00% due 12/19/2021(2) | | | 3,812,261 | | | | 3,850,307 | |
Term Loan C 5.00% due 12/19/2021(2) | | | 168,582 | | | | 170,265 | |
| | | | | | | | |
| | | | | | | 4,020,572 | |
Food And Beverage – 0.4% | | | | | | | | |
H.J. Heinz Co. Term Loan B1 3.00% due 6/7/2019(2) | | | 2,888,373 | | | | 2,887,160 | |
| | | | | | | | |
| | | | | | | 2,887,160 | |
Gaming – 1.1% | | | | | | | | |
MGM Resorts International Term Loan B 3.50% due 12/20/2019(2) | | | 3,919,598 | | | | 3,889,221 | |
Scientific Games International, Inc. 2014 Term Loan B1 6.00% due 10/18/2020(2) | | | 4,925,000 | | | | 4,921,651 | |
| | | | | | | | |
| | | | | | | 8,810,872 | |
Leisure – 0.2% | | | | | | | | |
WMG Acquisition Corp. New Term Loan 3.75% due 7/1/2020(2) | | | 1,962,538 | | | | 1,930,960 | |
| | | | | | | | |
| | | | | | | 1,930,960 | |
Pharmaceuticals – 1.1% | | | | | | | | |
Amgen, Inc. Term Loan 1.282% due 9/18/2018(2) | | | 1,869,000 | | | | 1,861,206 | |
RPI Finance Trust Term Loan B4 3.50% due 11/9/2020(2) | | | 6,860,762 | | | | 6,865,016 | |
| | | | | | | | |
| | | | | | | 8,726,222 | |
Refining – 0.1% | | | | | | | | |
Tesoro Corp. Delayed Draw Term Loan 2.437% due 5/30/2016(2) | | | 1,272,000 | | | | 1,266,441 | |
| | | | | | | | |
| | | | | | | 1,266,441 | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Retailers – 0.5% | | | | | | | | |
BJ’s Wholesale Club, Inc. New 1st Lien Term Loan 4.50% due 9/26/2019(2) | | $ | 3,973,194 | | | $ | 3,965,486 | |
| | | | | | | | |
| | | | | | | 3,965,486 | |
Wireless – 0.5% | | | | | | | | |
Crown Castle Operating Co. Term Loan B2 3.00% due 1/31/2021(2) | | | 3,920,267 | | | | 3,895,060 | |
| | | | | | | | |
| | | | | | | 3,895,060 | |
Total Senior Secured Loans (Cost $38,309,532) | | | | | | | 38,357,968 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Commercial Mortgage-Backed Securities – 15.2% | |
Banc of America Commercial Mortgage Trust 2006-1 A4 | | | | | | | | |
5.372% due 9/10/2045(1)(2) | | | 3,610,230 | | | | 3,628,664 | |
2006-2 A4 5.916% due 5/10/2045(1)(2) | | | 3,400,000 | | | | 3,456,522 | |
2008-1 A4 6.43% due 2/10/2051(2) | | | 1,435,818 | | | | 1,562,881 | |
Banc of America Merrill Lynch Commercial Mortgage, Inc. 2005-6 A4 5.328% due 9/10/2047(1)(2) | | | 4,233,372 | | | | 4,254,797 | |
Bear Stearns Commercial Mortgage Securities Trust 2005-PW10 A4 5.405% due 12/11/2040(1)(2) | | | 2,220,677 | | | | 2,233,437 | |
2005-PW10 AM 5.449% due 12/11/2040(1)(2) | | | 3,466,000 | | | | 3,518,160 | |
2007-PW16 AM 5.896% due 6/11/2040(2) | | | 5,350,000 | | | | 5,729,465 | |
Citigroup Commercial Mortgage Trust 2013-375P B 3.635% due 5/10/2035(1)(2)(3) | | | 4,100,000 | | | | 4,121,447 | |
2014-388G B 1.236% due 6/15/2033(2)(3) | | | 4,000,000 | | | | 3,970,992 | |
Citigroup/Deutsche Bank Commercial Mortgage Trust 2006-CD3 AM 5.648% due 10/15/2048 | | | 5,785,000 | | | | 6,076,466 | |
Credit Suisse Commercial Mortgage Trust 2006-C3 A3 6.00% due 6/15/2038(2) | | | 3,431,191 | | | | 3,504,299 | |
Credit Suisse First Boston Mortgage Securities Corp. 2005-C5 AM 5.10% due 8/15/2038(1)(2) | | | 2,080,000 | | | | 2,083,576 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Commercial Mortgage-Backed Securities (continued) | |
Crown Castle Towers LLC Sr. Sec. Nt. 6.113% due 1/15/2020(1)(3) | | $ | 5,800,000 | | | $ | 6,603,961 | |
DBUBS Mortgage Trust 2011-LC1A A3 5.002% due 11/10/2046(1)(3) | | | 4,500,000 | | | | 5,021,838 | |
Fairway Outdoor Funding LLC 2012-1A A2 4.212% due 10/15/2042(3) | | | 4,626,506 | | | | 4,631,271 | |
GE Capital Commercial Mortgage Corp. 2006-C1 A4 5.449% due 3/10/2044(1)(2) | | | 6,462,927 | | | | 6,534,639 | |
GMAC Commercial Mortgage Securities, Inc. 2006-C1 AM 5.29% due 11/10/2045(2) | | | 2,100,000 | | | | 2,125,735 | |
Hilton U.S.A. Trust 2013-HLT AFX 2.662% due 11/5/2030(3) | | | 6,000,000 | | | | 5,962,026 | |
JPMorgan Chase Commercial Mortgage Securities Trust 2005-CB13 AM 5.462% due 1/12/2043(2) | | | 5,400,000 | | | | 5,440,057 | |
2005-LDP3 A4A 4.936% due 8/15/2042(1)(2) | | | 434,245 | | | | 434,068 | |
2005-LDP5 A4 5.412% due 12/15/2044(1)(2) | | | 2,466,344 | | | | 2,471,881 | |
2006-LDP7 AM 6.10% due 4/15/2045(1)(2) | | | 5,240,000 | | | | 5,429,405 | |
2007-CB18 A4 5.44% due 6/12/2047(1) | | | 6,649,247 | | | | 6,971,609 | |
2011-PLSD A2 3.364% due 11/13/2028(3) | | | 5,000,000 | | | | 5,130,840 | |
Merrill Lynch Mortgage Trust 2005-CKI1 A6 5.46% due 11/12/2037(1)(2) | | | 593,568 | | | | 593,625 | |
Morgan Stanley Bank of America Merrill Lynch Trust 2013-C13 A2 2.936% due 11/15/2046 | | | 6,000,000 | | | | 6,190,554 | |
Morgan Stanley Capital I Trust 2007-IQ16 A4 5.809% due 12/12/2049 | | | 2,139,632 | | | | 2,296,249 | |
Queens Center Mortgage Trust 2013-QCA A 3.275% due 1/11/2037(3) | | | 3,850,000 | | | | 3,805,171 | |
SBA Tower Trust 2.24% due 4/15/2043(3) | | | 1,500,000 | | | | 1,492,176 | |
Wachovia Bank Commercial Mortgage Trust 2004-C11 A5 5.215% due 1/15/2041(1)(2) | | | 486,045 | | | | 486,890 | |
2007-C33 AM 6.15% due 2/15/2051(2) | | | 4,350,000 | | | | 4,663,130 | |
| | | | | | | | |
Total Commercial Mortgage-Backed Securities (Cost $123,835,607) | | | | 120,425,831 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
SCHEDULE OF INVESTMENTS — RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Corporate Bonds – 47.1% | | | | | | | | |
Aerospace & Defense – 0.1% | |
Northrop Grumman Space & Mission Systems Corp. 7.75% due 6/1/2029 | | $ | 500,000 | | | $ | 640,303 | |
| | | | | | | | |
| | | | | | | 640,303 | |
Automotive – 2.6% | |
BorgWarner, Inc. Sr. Nt. 4.625% due 9/15/2020(1) | | | 1,500,000 | | | | 1,644,608 | |
Daimler Finance North America LLC 0.726% due 5/18/2018(2)(3) | | | 5,000,000 | | | | 5,004,180 | |
Ford Motor Credit Co. LLC Sr. Nt. 4.25% due 9/20/2022 | | | 4,700,000 | | | | 4,894,754 | |
General Motors Financial Co., Inc. 2.625% due 7/10/2017 | | | 3,500,000 | | | | 3,538,087 | |
3.25% due 5/15/2018 | | | 3,500,000 | | | | 3,579,604 | |
RCI Banque S.A. Sr. Nt. 4.60% due 4/12/2016(3) | | | 1,500,000 | | | | 1,536,619 | |
| | | | | | | | |
| | | | | | | 20,197,852 | |
Banking – 17.0% | | | | | | | | |
Ally Financial, Inc. 2.75% due 1/30/2017 | | | 3,000,000 | | | | 2,986,500 | |
Bank of America Corp. Sr. Nt. 1.50% due 10/9/2015 | | | 500,000 | | | | 501,148 | |
2.00% due 1/11/2018 | | | 3,000,000 | | | | 3,009,831 | |
Sub. Nt. 4.25% due 10/22/2026 | | | 3,600,000 | | | | 3,526,571 | |
Sr. Nt. 5.70% due 1/24/2022(1) | | | 7,000,000 | | | | 7,946,127 | |
BB&T Corp. Sub. Nt. 5.20% due 12/23/2015 | | | 5,275,000 | | | | 5,381,697 | |
Citigroup, Inc. Sr. Nt. 4.50% due 1/14/2022(1) | | | 4,700,000 | | | | 5,062,643 | |
6.125% due 11/21/2017(1) | | | 3,700,000 | | | | 4,069,896 | |
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA 3.95% due 11/9/2022(1) | | | 2,100,000 | | | | 2,099,719 | |
Countrywide Financial Corp. Sub. Nt. 6.25% due 5/15/2016 | | | 4,000,000 | | | | 4,157,060 | |
Credit Suisse/New York NY Sr. Nt. 5.30% due 8/13/2019 | | | 2,200,000 | | | | 2,450,094 | |
Discover Bank/Greenwood DE Sub. Nt. 7.00% due 4/15/2020 | | | 2,350,000 | | | | 2,735,024 | |
Fifth Third Bank Sr. Nt. 1.15% due 11/18/2016(1) | | | 5,000,000 | | | | 4,988,865 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Banking (continued) | | | | | | | | |
HSBC Holdings PLC Sr. Nt. 5.10% due 4/5/2021(1) | | $ | 5,000,000 | | | $ | 5,573,585 | |
HSBC U.S.A., Inc. Sr. Nt. 0.733% due 3/3/2017(2) | | | 10,000,000 | | | | 9,994,640 | |
Huntington Bancshares, Inc. Sub. Nt. 7.00% due 12/15/2020 | | | 1,500,000 | | | | 1,786,688 | |
Intesa Sanpaolo S.p.A. Sr. Nt. 3.625% due 8/12/2015(3) | | | 2,200,000 | | | | 2,205,452 | |
3.875% due 1/16/2018 | | | 1,900,000 | | | | 1,961,433 | |
JPMorgan Chase & Co. Sub. Nt. 3.375% due 5/1/2023(1) | | | 6,700,000 | | | | 6,505,827 | |
Sr. Nt. 3.45% due 3/1/2016 | | | 1,600,000 | | | | 1,627,104 | |
Sub. Nt. 5.15% due 10/1/2015 | | | 2,300,000 | | | | 2,321,293 | |
Lloyds Bank PLC 5.80% due 1/13/2020(3) | | | 1,300,000 | | | | 1,485,241 | |
Macquarie Bank Ltd. Sr. Nt. 2.00% due 8/15/2016(1)(3) | | | 4,000,000 | | | | 4,040,080 | |
Morgan Stanley Sr. Nt. 3.75% due 2/25/2023 | | | 3,000,000 | | | | 3,033,420 | |
5.95% due 12/28/2017(1) | | | 4,000,000 | | | | 4,396,860 | |
Regions Bank/Birmingham AL Sub. Nt. 7.50% due 5/15/2018(1) | | | 4,000,000 | | | | 4,591,312 | |
Royal Bank of Scotland Group PLC Sr. Nt. 2.55% due 9/18/2015 | | | 3,000,000 | | | | 3,008,388 | |
Sub. Nt. 6.125% due 12/15/2022 | | | 2,600,000 | | | | 2,799,633 | |
Skandinaviska Enskilda Banken AB Sr. Nt. 1.75% due 3/19/2018(3) | | | 5,250,000 | | | | 5,249,564 | |
Standard Chartered PLC Sub. Nt. 3.95% due 1/11/2023(1)(3) | | | 2,700,000 | | | | 2,634,892 | |
The Bear Stearns Cos. LLC Sr. Nt. 5.30% due 10/30/2015 | | | 1,000,000 | | | | 1,014,301 | |
The Goldman Sachs Group, Inc. Sub. Nt. 5.625% due 1/15/2017 | | | 3,770,000 | | | | 3,992,117 | |
Sr. Nt. 5.75% due 1/24/2022(1) | | | 2,750,000 | | | | 3,128,040 | |
The Huntington National Bank Sr. Nt. 1.35% due 8/2/2016(1) | | | 5,200,000 | | | | 5,203,583 | |
2.00% due 6/30/2018 | | | 3,500,000 | | | | 3,503,433 | |
| | | | | | | | |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Banking (continued) | | | | | | | | |
UBS AG/Stamford CT Sr. Nt. 4.875% due 8/4/2020(1) | | $ | 2,500,000 | | | $ | 2,764,897 | |
Wells Fargo Bank N.A. Sub. Nt. 5.75% due 5/16/2016(1) | | | 2,700,000 | | | | 2,803,029 | |
| | | | | | | | |
| | | | | | | 134,539,987 | |
Building Materials – 0.3% | |
Owens Corning 4.20% due 12/15/2022(1) | | | 2,400,000 | | | | 2,432,563 | |
| | | | | | | | |
| | | | | | | 2,432,563 | |
Cable Satellite – 0.6% | |
Comcast Corp. 6.45% due 3/15/2037 | | | 2,000,000 | | | | 2,471,590 | |
Cox Communications, Inc. Sr. Nt. 5.50% due 10/1/2015 | | | 435,000 | | | | 439,901 | |
Time Warner Cable, Inc. 5.85% due 5/1/2017 | | | 2,000,000 | | | | 2,135,736 | |
| | | | | | | | |
| | | | | | | 5,047,227 | |
Chemicals – 1.2% | |
Cabot Corp. Sr. Nt. 3.70% due 7/15/2022 | | | 3,200,000 | | | | 3,233,271 | |
Ecolab, Inc. Sr. Nt. 5.50% due 12/8/2041(1) | | | 1,300,000 | | | | 1,420,255 | |
FMC Corp. Sr. Nt. 5.20% due 12/15/2019 | | | 500,000 | | | | 547,442 | |
LyondellBasell Industries N.V. Sr. Nt. 5.00% due 4/15/2019(1) | | | 3,600,000 | | | | 3,899,754 | |
| | | | | | | | |
| | | | | | | 9,100,722 | |
Electric – 1.3% | |
Duquesne Light Holdings, Inc. Sr. Nt. 5.50% due 8/15/2015 | | | 1,515,000 | | | | 1,522,157 | |
Nevada Power Co. 6.65% due 4/1/2036(1) | | | 600,000 | | | | 773,318 | |
NextEra Energy Capital Holdings, Inc. 1.586% due 6/1/2017 | | | 4,500,000 | | | | 4,509,774 | |
PPL Electric Utilities Corp. 6.25% due 5/15/2039 | | | 1,455,000 | | | | 1,849,220 | |
Virginia Electric and Power Co. Sr. Nt. 8.875% due 11/15/2038 | | | 800,000 | | | | 1,232,816 | |
| | | | | | | | |
| | | | | | | 9,887,285 | |
Energy - Integrated – 0.6% | |
BP Capital Markets PLC 4.50% due 10/1/2020(1) | | | 2,600,000 | | | | 2,844,062 | |
Suncor Energy, Inc. Sr. Nt. 6.50% due 6/15/2038 | | | 1,700,000 | | | | 2,071,292 | |
| | | | | | | | |
| | | | | | | 4,915,354 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Finance Companies – 1.0% | |
AerCap Ireland Capital Ltd. 3.75% due 5/15/2019(3) | | $ | 2,900,000 | | | $ | 2,867,375 | |
General Electric Capital Corp. 6.75% due 3/15/2032(1) | | | 1,000,000 | | | | 1,298,250 | |
International Lease Finance Corp. Sr. Nt. 4.625% due 4/15/2021 | | | 3,800,000 | | | | 3,838,000 | |
| | | | | | | | |
| | | | | | | 8,003,625 | |
Food And Beverage – 1.2% | |
Anheuser-Busch InBev Worldwide, Inc. 3.75% due 7/15/2042(1) | | | 4,200,000 | | | | 3,708,197 | |
H.J. Heinz Co. 2.00% due 7/2/2018(3) | | | 4,500,000 | | | | 4,498,578 | |
Mead Johnson Nutrition Co. Sr. Nt. 4.90% due 11/1/2019 | | | 1,200,000 | | | | 1,302,998 | |
| | | | | | | | |
| | | | | | | 9,509,773 | |
Government Related – 1.6% | |
Dolphin Energy Ltd. Sr. Sec. Nt. 5.888% due 6/15/2019(3) | | | 1,050,600 | | | | 1,138,630 | |
Petrobras Global Finance B.V. 5.875% due 3/1/2018 | | | 4,000,000 | | | | 4,080,000 | |
Petroleos Mexicanos 5.75% due 3/1/2018 | | | 4,000,000 | | | | 4,351,320 | |
Sinopec Group Overseas Development Ltd. 1.75% due 4/10/2017(3) | | | 2,779,000 | | | | 2,780,584 | |
| | | | | | | | |
| | | | | | | 12,350,534 | |
Health Insurance – 0.2% | |
UnitedHealth Group, Inc. Sr. Nt. 6.50% due 6/15/2037 | | | 1,500,000 | | | | 1,892,697 | |
| | | | | | | | |
| | | | | | | 1,892,697 | |
Healthcare – 1.2% | |
Amsurg Corp. 5.625% due 11/30/2020 | | | 2,000,000 | | | | 2,035,000 | |
Bio-Rad Laboratories, Inc. Sr. Nt. 4.875% due 12/15/2020 | | | 650,000 | | | | 704,612 | |
Fresenius Medical Care U.S. Finance, Inc. 6.875% due 7/15/2017 | | | 1,500,000 | | | | 1,623,750 | |
Thermo Fisher Scientific, Inc. Sr. Nt. 1.30% due 2/1/2017 | | | 5,000,000 | | | | 4,991,695 | |
| | | | | | | | |
| | | | | | | 9,355,057 | |
Home Construction – 0.5% | |
Toll Brothers Finance Corp. 5.875% due 2/15/2022 | | | 3,500,000 | | | | 3,753,750 | |
| | | | | | | | |
| | | | | | | 3,753,750 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
SCHEDULE OF INVESTMENTS — RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Independent Energy – 1.5% | |
Anadarko Petroleum Corp. Sr. Nt. 5.95% due 9/15/2016(1) | | $ | 4,000,000 | | | $ | 4,219,656 | |
Chesapeake Energy Corp. 7.25% due 12/15/2018 | | | 2,000,000 | | | | 2,060,000 | |
Marathon Oil Corp. Sr. Nt. 0.90% due 11/1/2015 | | | 1,000,000 | | | | 999,751 | |
Talisman Energy, Inc. Sr. Nt. 5.50% due 5/15/2042 | | | 3,200,000 | | | | 2,880,300 | |
Whiting Petroleum Corp. 6.50% due 10/1/2018 | | | 1,600,000 | | | | 1,620,000 | |
| | | | | | | | |
| | | | | | | 11,779,707 | |
Insurance - Life – 0.7% | | | | | | | | |
American International Group, Inc. Sr. Nt. 5.85% due 1/16/2018 | | | 1,000,000 | | | | 1,102,487 | |
MetLife, Inc. Jr. Sub. Nt. 6.40% due 12/15/2066 | | | 500,000 | | | | 548,750 | |
Prudential Financial, Inc. Sr. Nt. 7.375% due 6/15/2019 | | | 1,100,000 | | | | 1,304,229 | |
Symetra Financial Corp. Sr. Nt. 6.125% due 4/1/2016(3) | | | 800,000 | | | | 823,814 | |
Teachers Insurance & Annuity Association of America Sub. Nt. 6.85% due 12/16/2039(3) | | | 1,200,000 | | | | 1,502,584 | |
UnumProvident Finance Co. PLC 6.85% due 11/15/2015(3) | | | 563,000 | | | | 574,771 | |
| | | | | | | | |
| | | | | | | 5,856,635 | |
Insurance: Property - Casualty – 0.4% | |
Berkshire Hathaway Finance Corp. 5.75% due 1/15/2040(1) | | | 1,500,000 | | | | 1,751,221 | |
ZFS Finance U.S.A. Trust II Jr. Sub. Nt. 6.45% due 12/15/2065(2)(3) | | | 1,600,000 | | | | 1,636,432 | |
| | | | | | | | |
| | | | | | | 3,387,653 | |
Media - Entertainment – 0.2% | | | | | | | | |
Time Warner Cos., Inc. 7.57% due 2/1/2024 | | | 1,450,000 | | | | 1,788,984 | |
| | | | | | | | |
| | | | | | | 1,788,984 | |
Metals And Mining – 2.3% | | | | | | | | |
Allegheny Technologies, Inc. Sr. Nt. 9.375% due 6/1/2019(1) | | | 1,500,000 | | | | 1,762,500 | |
Anglo American Capital PLC 2.625% due 9/27/2017(3) | | | 4,000,000 | | | | 4,021,952 | |
ArcelorMittal Sr. Nt. 4.50% due 8/5/2015 | | | 3,000,000 | | | | 3,000,930 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Metals And Mining (continued) | | | | | | | | |
Freeport-McMoRan, Inc. Sr. Nt. 3.55% due 3/1/2022 | | $ | 2,300,000 | | | $ | 2,128,944 | |
Steel Dynamics, Inc. 5.25% due 4/15/2023 | | | 1,750,000 | | | | 1,736,875 | |
Vale Overseas Ltd. 6.25% due 1/23/2017 | | | 5,600,000 | | | | 5,922,448 | |
| | | | | | | | |
| | | | | | | 18,573,649 | |
Midstream – 1.5% | | | | | | | | |
DCP Midstream Operating LP 3.25% due 10/1/2015 | | | 1,093,000 | | | | 1,092,955 | |
Energy Transfer Partners LP Sr. Nt. 5.15% due 2/1/2043(1) | | | 2,000,000 | | | | 1,781,094 | |
Enterprise Products Operating LLC Series A 8.375% due 8/1/2066(1)(2) | | | 1,600,000 | | | | 1,676,000 | |
Kinder Morgan Energy Partners LP 4.10% due 11/15/2015 | | | 231,000 | | | | 233,403 | |
5.00% due 10/1/2021 | | | 1,600,000 | | | | 1,693,029 | |
Kinder Morgan Finance Co. LLC 5.70% due 1/5/2016 | | | 1,285,000 | | | | 1,313,437 | |
Williams Partners LP Sr. Nt. 5.25% due 3/15/2020 | | | 3,900,000 | | | | 4,239,058 | |
| | | | | | | | |
| | | | | | | 12,028,976 | |
Oil Field Services – 1.6% | | | | | | | | |
Nabors Industries, Inc. 4.625% due 9/15/2021 | | | 3,150,000 | | | | 3,129,434 | |
Transocean, Inc. 3.00% due 10/15/2017 | | | 3,000,000 | | | | 2,910,000 | |
6.00% due 3/15/2018 | | | 3,550,000 | | | | 3,585,500 | |
Weatherford International Ltd. 5.125% due 9/15/2020 | | | 1,500,000 | | | | 1,528,512 | |
6.50% due 8/1/2036 | | | 1,200,000 | | | | 1,091,061 | |
| | | | | | | | |
| | | | | | | 12,244,507 | |
Packaging – 0.2% | | | | | | | | |
Silgan Holdings, Inc. Sr. Nt. 5.00% due 4/1/2020 | | | 1,500,000 | | | | 1,541,250 | |
| | | | | | | | |
| | | | | | | 1,541,250 | |
Paper – 0.8% | | | | | | | | |
Georgia-Pacific LLC 5.40% due 11/1/2020(3) | | | 2,675,000 | | | | 2,986,046 | |
Rock Tenn Co. 4.90% due 3/1/2022 | | | 3,200,000 | | | | 3,445,696 | |
| | | | | | | | |
| | | | | | | 6,431,742 | |
Pharmaceuticals – 0.9% | | | | | | | | |
Gilead Sciences, Inc. Sr. Nt. 4.40% due 12/1/2021(1) | | | 6,150,000 | | | | 6,716,833 | |
| | | | | | | | |
| | | | | | | 6,716,833 | |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Railroads – 0.2% | | | | | | | | |
CSX Corp. Sr. Nt. 4.75% due 5/30/2042 | | $ | 1,250,000 | | | $ | 1,251,179 | |
| | | | | | | | |
| | | | | | | 1,251,179 | |
Real Estate Investment Trusts – 0.9% | |
DDR Corp. Sr. Nt. 4.75% due 4/15/2018 | | | 2,000,000 | | | | 2,133,940 | |
Equity Commonwealth Sr. Nt. 5.875% due 9/15/2020 | | | 1,200,000 | | | | 1,317,979 | |
ProLogis LP 6.875% due 3/15/2020 | | | 541,000 | | | | 624,947 | |
Simon Property Group LP Sr. Nt. 4.125% due 12/1/2021(1) | | | 3,100,000 | | | | 3,329,633 | |
| | | | | | | | |
| | | | | | | 7,406,499 | |
Supermarkets – 0.4% | | | | | | | | |
The Kroger Co. 3.90% due 10/1/2015 | | | 3,000,000 | | | | 3,022,860 | |
| | | | | | | | |
| | | | | | | 3,022,860 | |
Technology – 1.0% | | | | | | | | |
First Data Corp. Sr. Sec. Nt. 7.375% due 6/15/2019(3) | | | 2,830,000 | | | | 2,941,785 | |
Hewlett-Packard Co. Sr. Nt. 3.75% due 12/1/2020(1) | | | 5,000,000 | | | | 5,152,530 | |
| | | | | | | | |
| | | | | | | 8,094,315 | |
Wireless – 1.3% | | | | | | | | |
America Movil S.A.B. de C.V. 5.00% due 10/16/2019(1) | | | 3,600,000 | | | | 3,962,664 | |
Sprint Communications, Inc. Sr. Nt. 6.00% due 12/1/2016 | | | 3,000,000 | | | | 3,082,500 | |
Vodafone Group PLC Sr. Nt. 6.15% due 2/27/2037(1) | | | 3,350,000 | | | | 3,577,673 | |
| | | | | | | | |
| | | | | | | 10,622,837 | |
Wirelines – 3.8% | | | | | | | | |
AT&T, Inc. Sr. Nt. 2.30% due 3/11/2019(1) | | | 6,000,000 | | | | 6,004,836 | |
2.50% due 8/15/2015 | | | 6,000,000 | | | | 6,011,280 | |
6.30% due 1/15/2038(1) | | | 2,200,000 | | | | 2,442,893 | |
Deutsche Telekom International Finance B.V. 8.75% due 6/15/2030(1) | | | 850,000 | | | | 1,195,890 | |
Orange S.A. Sr. Nt. 9.00% due 3/1/2031 | | | 335,000 | | | | 472,705 | |
Telecom Italia Capital S.A. 5.25% due 10/1/2015 | | | 3,550,000 | | | | 3,579,642 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Wirelines (continued) | | | | | | | | |
Verizon Communications, Inc. Sr. Nt. 0.70% due 11/2/2015 | | $ | 380,000 | | | $ | 379,468 | |
4.522% due 9/15/2048(3) | | | 1,618,000 | | | | 1,421,441 | |
6.55% due 9/15/2043(1) | | | 7,500,000 | | | | 8,773,155 | |
| | | | | | | | |
| | | | | | | 30,281,310 | |
Total Corporate Bonds (Cost $364,510,365) | | | | 372,655,665 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Municipal Bonds – 0.9% | | | | | | | | |
Chicago Illinois Metropolitan Wtr. Reclamation Dist. Greater Chicago G.O. Build America Bonds Taxable Direct Payment 5.72% due 12/1/2038(1) | | | 1,600,000 | | | | 1,890,368 | |
Illinois St. Toll Hwy. Auth. Toll Hwy. Rev. Build America Bonds Ser. A 6.184% due 1/1/2034 | | | 1,000,000 | | | | 1,246,140 | |
New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Rev. Build America Bonds Ser. EE 6.011% due 6/15/2042 | | | 1,600,000 | | | | 2,064,784 | |
San Diego Cnty. California Wtr. Auth. Fing. Agcy. Wtr. Rev. Build America Bonds Ser. B 6.138% due 5/1/2049 | | | 1,500,000 | | | | 1,894,755 | |
| | | | | | | | |
Total Municipal Bonds (Cost $5,719,612) | | | | | | | 7,096,047 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Non-Agency Mortgage-Backed Securities – 3.8% | |
Banc of America Alternative Loan Trust 2004-1 2A1 6.00% due 2/25/2034(1) | | | 2,169,583 | | | | 2,289,727 | |
Bear Stearns ALT-A Trust 2003-3 2A 2.609% due 10/25/2033(2) | | | 2,682,547 | | | | 2,696,580 | |
Countrywide Alternative Loan Trust 2006-19CB A15 6.00% due 8/25/2036 | | | 914,677 | | | | 835,907 | |
Countrywide Home Loans Mortgage Pass-Through Trust 2002-19 1A1 6.25% due 11/25/2032 | | | 258,944 | | | | 267,610 | |
2004-5 2A9 5.25% due 5/25/2034 | | | 721,779 | | | | 746,584 | |
Deutsche Alt-A Securities Mortgage Loan Trust 2007-AR3 2A2B 0.427% due 6/25/2037(2) | | | 4,235,280 | | | | 3,525,049 | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 9 |
SCHEDULE OF INVESTMENTS — RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Non-Agency Mortgage-Backed Securities (continued) | |
GSR Mortgage Loan Trust 2004-10F 6A1 5.00% due 9/25/2034 | | $ | 905,012 | | | $ | 936,949 | |
Impac CMB Trust 2004-7 1A1 0.927% due 11/25/2034(2) | | | 2,602,861 | | | | 2,469,108 | |
JPMorgan Mortgage Trust | | | | | | | | |
2004-S2 1A3 | | | | | | | | |
4.75% due 11/25/2019 | | | 763,209 | | | | 772,467 | |
2005-A3 11A2 | | | | | | | | |
2.578% due 6/25/2035(1)(2) | | | 3,323,155 | | | | 3,377,598 | |
Master Adjustable Rate Mortgages Trust 2004-13 3A1 2.702% due 11/21/2034(2) | | | 2,377,779 | | | | 2,432,171 | |
Master Asset Securitization Trust 2003-10 3A7 5.50% due 11/25/2033 | | | 393,757 | | | | 410,658 | |
2003-5 2A1 5.00% due 6/25/2018 | | | 264,114 | | | | 272,279 | |
Prime Mortgage Trust 2003-3 A9 5.50% due 1/25/2034(1) | | | 1,657,479 | | | | 1,656,144 | |
2004-2 A3 5.25% due 11/25/2019 | | | 200,023 | | | | 205,907 | |
Residential Asset Mortgage Products Trust 2005-SL1 A4 6.00% due 5/25/2032 | | | 143,851 | | | | 144,922 | |
Residential Funding Mortgage Securities I Trust 2005-S3 A1 4.75% due 3/25/2020 | | | 594,720 | | | | 604,320 | |
Structured Asset Securities Corp. 2004-20 7A1 5.25% due 11/25/2034 | | | 1,029,456 | | | | 1,042,774 | |
2004-21XS 2A6A 4.74% due 12/25/2034(2) | | | 65,269 | | | | 66,618 | |
Wells Fargo Mortgage Backed Securities Trust 2004-6 A4 5.50% due 6/25/2034 | | | 942,538 | | | | 988,132 | |
2004-Y 3A1 2.596% due 11/25/2034(2) | | | 3,209,407 | | | | 3,236,655 | |
2005-2 2A1 4.75% due 4/25/2020(1) | | | 348,681 | | | | 357,917 | |
2007-13 A7 6.00% due 9/25/2037 | | | 823,511 | | | | 828,100 | |
| | | | | | | | |
Total Non-Agency Mortgage-Backed Securities (Cost $30,055,559) | | | | 30,164,176 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
U.S. Government Securities – 15.2% | |
U.S. Treasury Bonds | | | | | | | | |
3.625% due 2/15/2044 | | $ | 29,700,000 | | | $ | 32,653,754 | |
3.75% due 11/15/2043 | | | 5,000,000 | | | | 5,624,220 | |
5.375% due 2/15/2031 | | | 6,500,000 | | | | 8,737,931 | |
U.S. Treasury Notes | | | | | | | | |
1.375% due 4/30/2020 | | | 22,000,000 | | | | 21,759,364 | |
1.75% due 5/15/2023 | | | 31,000,000 | | | | 29,985,246 | |
2.00% due 2/15/2025 | | | 7,800,000 | | | | 7,578,184 | |
2.375% due 8/15/2024 | | | 13,500,000 | | | | 13,572,778 | |
| | | | | | | | |
Total U.S. Government Securities (Cost $120,749,651) | | | | 119,911,477 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Repurchase Agreements – 3.3% | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $26,013,000, due 7/1/2015(4) | | | 26,013,000 | | | | 26,013,000 | |
Total Repurchase Agreements (Cost $26,013,000) | | | | 26,013,000 | |
Total Investments - 101.6% (Cost $796,481,324) | | | | 803,938,179 | |
Other Liabilities, Net - (1.6)% | | | | (12,741,742 | ) |
Total Net Assets - 100.0% | | | $ | 791,196,437 | |
(1) | Securities are segregated to cover anticipated or existing derivative positions or to be announced securities (TBA). |
(2) | Variable rate securities, which may include step-up bonds or adjustable rate mortgages. The rate shown is the rate in effect at June 30, 2015. |
(3) | Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, normally to certain qualified buyers. At June 30, 2015, the aggregate market value of these securities amounted to $103,541,541, representing 13.1% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees. |
(4) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
FHLB | | | 2.96% | | | | 2/7/2028 | | | $ | 14,468,963 | |
U.S. Treasury Note | | | 2.125% | | | | 1/31/2021 | | | | 12,066,982 | |
| | | | |
10 | | | | The accompanying notes are an integral part of these financial statements. |
RS INVESTMENT QUALITY BOND VIP SERIES
The tables below present futures contracts as of June 30, 2015:
| | | | | | | | | | | | | | | | | | | | |
Description | | Counterparty | | | Number of Contracts | | | Expiration | | | Face Value (000s) | | | Unrealized Depreciation | |
Purchased Futures Contracts | | | | | | | | | | | | | | | | | | | | |
5 YR U.S. Treasury Note | | | Goldman Sachs & Co. | | | | 1,000 | | | | 9/30/2015 | | | $ | 119,257 | | | $ | (98,141 | ) |
| | | | | | | | | | | | | | | | | | | | |
Description | | Counterparty | | | Number of Contracts | | | Expiration | | | Face Value (000s) | | | Unrealized Depreciation | |
Sold Futures Contracts | | | | | | | | | | | | | | | | | | | | |
10 YR U.S. Treasury Note | | | Goldman Sachs & Co. | | | | 80 | | | | 9/21/2015 | | | $ | 10,094 | | | $ | (24,485 | ) |
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Agency Mortgage-Backed Securities | | $ | — | | | $ | 59,566,121 | | | $ | — | | | $ | 59,566,121 | |
Asset-Backed Securities | | | — | | | | 29,747,894 | | | | — | | | | 29,747,894 | |
Senior Secured Loans | | | — | | | | 38,357,968 | | | | — | | | | 38,357,968 | |
Commercial Mortgage-Backed Securities | | | — | | | | 120,425,831 | | | | — | | | | 120,425,831 | |
Corporate Bonds | | | — | | | | 372,655,665 | | | | — | | | | 372,655,665 | |
Municipal Bonds | | | — | | | | 7,096,047 | | | | — | | | | 7,096,047 | |
Non-Agency Mortgage-Backed Securities | | | — | | | | 30,164,176 | | | | — | | | | 30,164,176 | |
U.S. Government Securities | | | — | | | | 119,911,477 | | | | — | | | | 119,911,477 | |
Repurchase Agreements | | | — | | | | 26,013,000 | | | | — | | | | 26,013,000 | |
Other Financial Instruments: | | | | | | | | | | | | | | | | |
Financial Futures Contracts | | | (122,626 | ) | | | — | | | | — | | | | (122,626 | ) |
Total | | $ | (122,626 | ) | | $ | 803,938,179 | | | $ | — | | | $ | 803,815,553 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 11 |
FINANCIAL INFORMATION — RS INVESTMENT QUALITY BOND VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | | | |
Assets | | | | |
Investments, at value | | $ | 803,938,179 | |
Cash | | | 168,770 | |
Cash deposits with brokers | | | 825,600 | |
Dividends/interest receivable | | | 5,611,805 | |
Receivable for investments sold | | | 2,619,708 | |
Receivable for variation margin | | | 290,730 | |
Receivable for fund shares subscribed | | | 59,583 | |
Prepaid expenses | | | 16,068 | |
| | | | |
Total Assets | | | 813,530,443 | |
| | | | |
| |
Liabilities | | | | |
Payable for investments purchased | | | 21,477,435 | |
Payable for fund shares redeemed | | | 409,082 | |
Payable to adviser | | | 326,086 | |
Accrued trustees’ fees | | | 11,633 | |
Accrued expenses/other liabilities | | | 109,770 | |
| | | | |
Total Liabilities | | | 22,334,006 | |
| | | | |
Total Net Assets | | $ | 791,196,437 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 767,366,878 | |
Accumulated undistributed net investment income | | | 10,959,868 | |
Accumulated net realized gain from investments, futures contracts and written options | | | 5,535,462 | |
Net unrealized appreciation on investments and futures contracts | | | 7,334,229 | |
| | | | |
Total Net Assets | | $ | 791,196,437 | |
| | | | |
Investments, at Cost | | $ | 796,481,324 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 63,578,685 | |
Net Asset Value Per Share | | | $12.44 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Interest | | $ | 13,106,033 | |
| | | | |
Total Investment Income | | | 13,106,033 | |
| | | | |
| |
Expenses | | | | |
Investment advisory fees | | | 1,988,132 | |
Professional fees | | | 59,310 | |
Custodian fees | | | 43,914 | |
Administrative service fees | | | 32,876 | |
Shareholder reports | | | 30,320 | |
Trustees’ fees | | | 24,833 | |
Transfer agent fees | | | 14,743 | |
Insurance expense | | | 9,699 | |
Other expenses | | | 9,466 | |
| | | | |
Total Expenses | | | 2,213,293 | |
| | | | |
Net Investment Income | | | 10,892,740 | |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments, Futures Contracts and Written Options | | | | |
Net realized gain from investments | | | 2,834,860 | |
Net realized gain from futures contracts | | | 2,112,972 | |
Net realized gain from written options | | | 111,798 | |
Net change in unrealized appreciation/depreciation on investments | | | (11,108,800 | ) |
Net change in unrealized appreciation/depreciation on futures contracts | | | (419,137 | ) |
Net change in unrealized appreciation/depreciation on written options | | | (96,173 | ) |
| | | | |
Net Loss on Investments, Futures Contracts and Written Options | | | (6,564,480 | ) |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 4,328,260 | |
| | | | |
| | | | |
| | | | |
12 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | | | | | |
Net investment income | | $ | 10,892,740 | | | $ | 23,649,161 | |
Net realized gain from investments, futures contracts and written options | | | 5,059,630 | | | | 6,689,565 | |
Net change in unrealized appreciation/depreciation on investments and futures contracts | | | (11,624,110 | ) | | | 12,887,107 | |
| | | | | | | | |
Net Increase in Net Assets Resulting from Operations | | | 4,328,260 | | | | 43,225,833 | |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net investment income | | | — | | | | (23,582,033 | ) |
Net realized gain on investments | | | — | | | | (6,092,756 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (29,674,789 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 29,445,855 | | | | 57,351,427 | |
Reinvestment of distributions | | | — | | | | 29,674,789 | |
Cost of shares redeemed | | | (44,954,886 | ) | | | (92,926,748 | ) |
| | | | | | | | |
Net Decrease in Net Assets Resulting from Capital Share Transactions | | | (15,509,031 | ) | | | (5,900,532 | ) |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets | | | (11,180,771 | ) | | | 7,650,512 | |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 802,377,208 | | | | 794,726,696 | |
| | | | | | | | |
End of period | | $ | 791,196,437 | | | $ | 802,377,208 | |
| | | | | | | | |
Accumulated Undistributed Net Investment Income Included in Net Assets | | $ | 10,959,868 | | | $ | 67,128 | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 2,349,378 | | | | 4,550,063 | |
Reinvested | | | — | | | | 2,406,714 | |
Redeemed | | | (3,587,364 | ) | | | (7,368,341 | ) |
| | | | | | | | |
Net Decrease | | | (1,237,986 | ) | | | (411,564 | ) |
| | | | | | | | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 13 |
FINANCIAL INFORMATION — RS INVESTMENT QUALITY BOND VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Highlights Six-Months-Ended Numbers are unaudited | | | | | | | | | | |
| | Net Asset Value, Beginning of Period | | | Net Investment Income | | | Net Realized and Unrealized Gain/(Loss) | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 12.38 | | | $ | 0.17 | 2 | | $ | (0.11 | ) | | $ | 0.06 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 12.18 | | | | 0.38 | | | | 0.30 | | | | 0.68 | | | | (0.38 | ) | | | (0.10 | ) | | | (0.48 | ) |
Year Ended 12/31/13 | | | 12.78 | | | | 0.34 | | | | (0.54 | ) | | | (0.20 | ) | | | (0.34 | ) | | | (0.06 | ) | | | (0.40 | ) |
Year Ended 12/31/12 | | | 12.57 | | | | 0.38 | | | | 0.42 | | | | 0.80 | | | | (0.38 | ) | | | (0.21 | ) | | | (0.59 | ) |
Year Ended 12/31/11 | | | 12.32 | | | | 0.49 | | | | 0.38 | | | | 0.87 | | | | (0.49 | ) | | | (0.13 | ) | | | (0.62 | ) |
Year Ended 12/31/10 | | | 12.02 | | | | 0.48 | | | | 0.44 | | | | 0.92 | | | | (0.48 | ) | | | (0.14 | ) | | | (0.62 | ) |
| | | | |
14 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS INVESTMENT QUALITY BOND VIP SERIES
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Income to Average Net Assets4 | | | Gross Ratio of Net Investment Income to Average Net Assets | | | Portfolio Turnover Rate | |
$ | 12.44 | | | | 0.48% | | | $ | 791,196 | | | | 0.56% | | | | 0.56% | | | | 2.74% | | | | 2.74% | | | | 21% | |
| 12.38 | | | | 5.55% | | | | 802,377 | | | | 0.56% | | | | 0.56% | | | | 2.93% | | | | 2.93% | | | | 47% | |
| 12.18 | | | | (1.63)% | | | | 794,727 | | | | 0.56% | | | | 0.56% | | | | 2.72% | | | | 2.72% | | | | 199% | |
| 12.78 | | | | 6.37% | | | | 760,801 | | | | 0.56% | | | | 0.56% | | | | 2.97% | | | | 2.97% | | | | 135% | |
| 12.57 | | | | 7.08% | | | | 671,882 | | | | 0.57% | | | | 0.57% | | | | 3.75% | | | | 3.75% | | | | 102% | |
| 12.32 | | | | 7.72% | | | | 631,137 | | | | 0.56% | | | | 0.56% | | | | 3.90% | | | | 3.90% | | | | 121% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 15 |
NOTES TO FINANCIAL STATEMENTS — RS INVESTMENT QUALITY BOND VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS Investment Quality Bond VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations The Fund is responsible for the valuation of portfolio securities. The valuations of debt securities for which quoted bid prices are readily available are valued at the bid price by independent pricing services (each, a “Service”). Debt securities for which quoted bid prices are not readily available are valued by a Service at the evaluated bid price provided by the Service or the bid price provided by an independent broker-dealer.
Other marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ
official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates market value (see Note 4c). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable or for which a Service or independent broker-dealer does not provide a valuation are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
NOTES TO FINANCIAL STATEMENTS — RS INVESTMENT QUALITY BOND VIP SERIES (UNAUDITED)
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. For the six months ended June 30, 2015, the Fund had no securities classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the six months ended June 30, 2015, there were no transfers between Level 1, Level 2 and Level 3.
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, loans, state, municipal and provincial obligations, certain foreign equity securities and commercial paper and other short-term securities valued at amortized cost in accordance with Rule 2a-7 under the 1940 Act.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more
valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or
NOTES TO FINANCIAL STATEMENTS — RS INVESTMENT QUALITY BOND VIP SERIES (UNAUDITED)
sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
d. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss.
e. Credit Derivatives The Fund may enter into credit derivatives, including credit default swaps on individual obligations or credit indices. The Fund may use these investments (i) as alternatives to direct long or short investment in a particular security or securities, (ii) to adjust the Fund’s asset allocation or risk exposure, or (iii) for hedging purposes. The use by the Fund of credit default swaps may have the effect of creating a short position in a security. Credit derivatives can create investment leverage and may create additional investment risks that may subject the Fund to greater volatility than investments in more traditional securities, as described in the Statement of Additional Information.
The Fund may enter into credit default swap agreements either as a buyer or seller. The Fund may buy protection under a credit default swap to attempt to mitigate the risk of default or credit quality deterioration in one or more individual holdings or in a segment of the fixed income securities market. The Fund may sell protection under a credit default swap in an attempt to gain exposure to an underlying issuer’s credit quality characteristics without investing directly in that issuer.
For swaps entered with an individual counterparty, the Fund bears the risk of loss of the uncollateralized amount expected to be received under a credit default swap agreement in the event of the default or bankruptcy of the counterparty. Credit default swap agreements are generally valued at a price at which the counterparty to such agreement would terminate the agreement. The Fund may also enter into cleared swaps.
In entering into swap contracts, the Fund is required to deposit with the broker (or for the benefit of the broker), either in cash or securities, an amount equal to a percentage of the notional value of the contract.
Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the swap contracts and may realize a loss.
The Fund enters into credit default swaps primarily for asset allocation and risk exposure management.
There were no credit default swaps held during the six months ended June 30, 2015.
f. Options Transactions The Fund can write (sell) put and call options on securities and indexes to earn premiums, for hedging purposes, for risk management purposes or otherwise as part of their investment strategies. In writing options, the Fund is required to deposit with the broker or counterparty, either in cash or securities, an amount equal to a percentage of the face value of the options. When an option is written, the premium received is recorded as an asset with an equal liability that is subsequently marked to market to reflect the market value of the written option. These liabilities, if any, are reflected as written options, at value, in the Fund’s Statement of Assets and Liabilities. Premiums received from writing options which expire unexercised are recorded on the expiration date as a realized gain. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchased transactions, as a realized loss. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security underlying the written option. Exercise of a written option could result in the Fund purchasing or selling a security at a price different from its current market value.
g. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
h. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets.
NOTES TO FINANCIAL STATEMENTS — RS INVESTMENT QUALITY BOND VIP SERIES (UNAUDITED)
i. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
j. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an investment advisory fee based on the average daily net assets of the Fund at an annual rate of 0.50%.
RS Investments has entered into a Sub-Advisory Agreement as of May 1, 2015 with Park Avenue Institutional Advisers LLC (“Park Avenue”), a wholly-owned subsidiary of GIS. Park Avenue is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees of the Trust and RS Investments. Prior to May 1, 2015, GIS served as the sub-adviser to the Fund pursuant to a Sub-Advisory, Sub-Administration and Accounting Services Agreement. GIS and Park Avenue informed the Trust that there would be no changes in the investment strategies of the Fund or in the portfolio management personnel currently responsible for the day-to-day management of the Fund as a result of the change in sub-adviser. Sub-investment advisory fees paid by RS Investments to Park Avenue and previously to GIS do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
| | | | |
Ordinary Income | | Long-Term Capital Gains | |
$26,731,731 | | $ | 2,943,058 | |
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
The tax basis of distributable earnings as of December 31, 2014, was as follows:
| | | | |
Undistributed Ordinary Income | | Undistributed Long-Term Capital Gains | |
$815,678 | | $ | 456,261 | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring
NOTES TO FINANCIAL STATEMENTS — RS INVESTMENT QUALITY BOND VIP SERIES (UNAUDITED)
on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund had no such losses.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $796,817,628. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $16,232,379 and $(9,111,828), respectively, resulting in net unrealized appreciation of $7,120,551.
Note 4. Investments
a. Investment Purchases and Sales The cost of investments and U.S. government agency obligations purchased and the proceeds from U.S. government agency obligations and other investments sold (excluding short-term investments) for the six months ended June 30, 2015, were as follows:
| | | | | | | | |
| | Other Investments | | | U.S. Government and Agency Obligations | |
Purchases | | $ | 49,831,743 | | | $ | 171,136,957 | |
Sales | | | 45,664,027 | | | | 115,248,445 | |
b. Derivative Instruments and Hedging Activities The following is a summary of the fair valuation of the Fund’s derivative instruments categorized by risk exposure at June 30, 2015.
| | | | | | |
Derivative Instrument Type | | Statement of Assets and Liabilities Location | | Value | |
Financial Futures Contracts | | Net unrealized depreciation on futures contracts* | | $ | (122,626 | ) |
* | The cumulative appreciation of financial futures contracts is reported in the notes to the Schedule of Investments. Only the daily change in variation margin as of the reporting date is presented in the Statement of Assets and Liabilities. See Note 1d for additional information on futures contracts. |
The following is a summary of the effect of the Fund’s derivative instruments on the Statement of Operations for the six months ended June 30, 2015.
| | | | | | |
Derivative Instrument Type | | Location of Gain/ (Loss) on Derivatives Recognized in Income | | Amount | |
Financial Futures Contracts | | Net realized gain from futures contracts | | $ | 2,112,972 | |
| | |
| | Net change in unrealized appreciation/(depreciation) on futures contracts | | | (419,137 | ) |
Option Contracts | | Net realized gain from written options | | | 111,798 | |
| | |
| | Net change in unrealized appreciation/(depreciation) on written options | | | (96,173 | ) |
Transactions in written options for the six months ended June 30, 2015:
| | | | | | | | |
| | Contracts | | | Premiums | |
Options outstanding, December 31, 2014 | | | 200 | | | $ | 111,798 | |
Written options | | | — | | | | — | |
Options terminated in closing transactions | | | — | | | | — | |
Options exercised | | | — | | | | — | |
Options expired | | | (200 | ) | | | (111,798 | ) |
Options outstanding, June 30, 2015 | | | — | | | $ | — | |
The Fund held an average daily face value of $39,094,795 in long position futures contracts, an average daily face value of $(8,109,589) in short position futures contracts and an average daily face value of $56,354 in written option contracts for the six months ended June 30, 2015.
The Fund used exchange-traded U.S. Treasury futures and options on U.S. Treasury futures to generate income and manage interest rate exposure.
The Fund has entered into ISDA Master Agreements (“ISDA Agreements”) with various counterparties, which govern many types of derivatives transactions (the “Transactions”). An ISDA Agreement is a single contract with a counterparty that typically permits multiple Transactions governed by that contract to be net settled upon the designation by the non-defaulting party of an early termination date (the “Early Termination Date”) under such contract upon the occurrence of certain events of default or termination events. Upon the designation of such Early Termination Date, all Transactions governed by the applicable agreement may typically be terminated and a net settlement amount may
NOTES TO FINANCIAL STATEMENTS — RS INVESTMENT QUALITY BOND VIP SERIES (UNAUDITED)
be calculated. In addition, the Fund may receive and post cash and securities collateral under the ISDA Agreements, subject to the terms of the related credit support agreement. Such credit support agreement grants the non-defaulting party designating the Early Termination Date the right to liquidate the collateral that has been posted to it and apply the proceeds to the calculation of the net settlement amount. As of June 30, 2015, no derivative assets or liabilities are available for offset.
c. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
d. Loans Floating rate loans in which the Fund invests are primarily “senior” loans. Senior floating rate loans typically hold a senior position in the capital structure of the borrower, are typically secured by specific collateral, and have a claim on the assets and/or stock of the borrower that is senior to that held by subordinated debtholders and stockholders of the borrower. While these protections may reduce risk, these investments still present significant credit risk. A significant portion of the Fund’s floating rate investments may be issued in connection with highly leveraged transactions such as leveraged buyouts, leveraged recapitalization loans, and other types of acquisition financing. Obligations in these types of transactions are subject to greater credit risk (including default and bankruptcy) than many other investments and may be, or become, illiquid. See Note 4(g) regarding below investment grade securities.
The Fund may purchase second lien loans (secured loans with a claim on collateral subordinate to a senior lender’s claim on such collateral), fixed rate loans, unsecured loans, and other debt obligations.
Transactions in loans often settle on a delayed basis, and the Fund may not receive the proceeds from the sale of a loan or pay for a loan purchase for a substantial period of time after entering into the transactions.
e. Securities Purchased on a When-Issued or Delayed-Delivery Basis The Fund may purchase securities on a when-issued or delayed delivery basis, with payment and delivery scheduled for a future date. These transactions are subject to market fluctuations and are subject to the risk that the value at delivery may be more or less than at the trade date purchase price. Although the Fund will generally enter into these transactions with the intention of taking delivery of the securities, it may sell the securities before the settlement date. Assets will be segregated when a Fund agrees to purchase on a when-issued or delayed-delivery basis. These transactions may create investment leverage.
f. Restricted and Illiquid Securities A restricted security cannot be resold to the general public without prior registration under the Securities Act of 1933 (except pursuant to an applicable exemption). The values of these securities may be highly volatile. If the security is subsequently registered and resold, the issuer would typically bear the expense of all registrations at no cost to the Fund. Restricted and illiquid securities are valued according to the guidelines and procedures adopted by the Trust’s Board of Trustees and are noted, if any, in the Fund’s Schedule of Investments.
g. Below Investment Grade Securities The Fund may invest in below investment grade securities (i.e. lower-quality, “junk” debt), which are subject to various risks. Lower-quality debt is considered to be speculative because it is less certain that the issuer will be able to pay interest or repay the principal than in the case of investment grade debt. These securities can involve a substantially greater risk of default than higher-rated securities, and their values can decline significantly over short periods of time. Lower-quality debt securities tend to be more sensitive to adverse news about their issuers, the market and the economy in general, than higher-quality debt securities. The market for these securities can be less liquid, especially during periods of recession or general market decline.
h. Mortgage- and Asset-Backed Securities The values of some mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Fund to a lower rate of return upon reinvestment of principal. The values of mortgage- and asset-backed securities depend in part on the credit quality and adequacy of the underlying assets or collateral and may fluctuate in response to the market’s perception of these factors as well as current and future repayment rates. Some mortgage-backed securities are backed by the full faith
NOTES TO FINANCIAL STATEMENTS — RS INVESTMENT QUALITY BOND VIP SERIES (UNAUDITED)
and credit of the U.S. government (e.g., mortgage-backed securities issued by the Government National Mortgage Association, commonly known as “Ginnie Mae”), while other mortgage-backed securities (e.g., mortgage-backed securities issued by the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation, commonly known as “Fannie Mae” and “Freddie Mac”), are backed only by the credit of the government entity issuing them. In addition, some mortgage-backed securities are issued by private entities and, as such, are not guaranteed by the U.S. government or any agency or instrumentality of the U.S. government.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
For the six months ended June 30, 2015, the Fund did not borrow from the Facility.
Note 6. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 7. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of the Sub-Advisory Agreement for the RS Funds
The Boards of Trustees of RS Investment Trust and RS Variable Products Trust (each, a “Trust,” and together, the “Trusts”), including all of the Independent Trustees, met in person on March 4, 2015 to consider the approval of the sub-advisory agreement (the “Sub-Advisory Agreement”) between RS Investment Management Co. LLC (“RS Investments”) and Park Avenue Institutional Advisers LLC (“Park Avenue”), proposed to replace the existing sub-advisory agreement between RS Investments and Guardian Investor Services LLC (“GIS”) with respect to a number of the funds (the “Funds”)1 for a one-year period commencing on its date of execution. Before the meeting, the Independent Trustees met among themselves and with independent counsel to prepare for the meeting. In determining to approve the Sub-Advisory Agreement, the Trustees considered and reviewed all of the information provided to them in connection with this matter by RS Investments, GIS, and Park Avenue prior to and at their March 4, 2015 meeting. In all of their deliberations, the Independent Trustees were advised by independent counsel for the Independent Trustees.
The Trustees considered that all of GIS’s investment advisory activities would be moved to Park Avenue, a new, wholly owned subsidiary of GIS, the prior sub-adviser to the Funds. The Trustees took into consideration that such restructuring would not result in any change in the investment sub-advisory services provided to the Funds, in the personnel providing the services, in the persons overseeing them, or in the investment strategies, processes, or techniques employed by the portfolio managers and other investment professionals in managing the Funds.
The Trustees considered that the Sub-Advisory Agreement with Park Avenue is substantially identical to the Sub-Advisory, Sub-Administration and Accounting Services Agreement between RS Investments and GIS. The Trustees considered that there would be no change in sub-advisory fees paid by RS Investments to Park Avenue for the sub-advisory services to be provided to the Funds. The Trustees noted that the Sub-Advisory
Agreement reflects removal of references to the sub-administration and accounting services that GIS had previously provided to the Funds and that were taken on by RS Investments in late 2007. On the basis of these factors and considerations, the Trustees determined that the services to be provided and the fee to be paid under the Sub-Advisory Agreement appeared reasonable and appropriate.
The Trustees considered the nature and extent of Park Avenue’s compliance program, the qualifications of the firm’s compliance and financial personnel, and the legal and compliance resources otherwise available to the firm. The Trustees noted that all of the compliance policies and procedures previously in place at GIS would be adopted by Park Avenue.
On the basis of these factors, the Boards of Trustees of the Trusts voted unanimously, including the unanimous vote of the Independent Trustees, to approve the Sub-Advisory Agreement, including the sub-advisory fees set forth in the Sub-Advisory Agreement, for a one-year period from its date of execution.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
1 | The Funds are RS Investment Quality Bond Fund, RS Low Duration Bond Fund, RS High Yield Fund, RS Tax-Exempt Fund, RS High Income Municipal Bond Fund, RS Floating Rate Fund, RS Strategic Income Fund, RS Investment Quality Bond VIP Series, RS Low Duration Bond VIP Series, RS High Yield VIP Series, and RS S&P 500 Index VIP Series. |
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
RS VARIABLE
PRODUCTS TRUST
RS LOW DURATION BOND VIP SERIES
| | |
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | $1,000.00 | | | $1,000.00 | | | | $2.63 | | | | 0.53% | |
Based on Hypothetical Return (5% Return Before Expenses) | | $1,000.00 | | | $1,022.17 | | | | $2.66 | | | | 0.53% | |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Agency Mortgage-Backed Securities – 4.7% | |
FHLMC | | | | | | | | |
1534 Z | | | | | | | | |
5.00% due 6/15/2023(1) | | $ | 32,072 | | | $ | 34,463 | |
5.00% due 8/1/2040(1) | | | 2,414,958 | | | | 2,679,618 | |
20 H | | | | | | | | |
5.50% due 10/25/2023(1) | | | 18,014 | | | | 19,675 | |
7.00% due 9/1/2038(1) | | | 13,611 | | | | 16,627 | |
FNMA | | | | | | | | |
2.315% due 8/1/2046(1)(2) | | | 18,748 | | | | 18,816 | |
5.00% due 2/1/2041-10/1/2041(1) | | | 9,142,030 | | | | 10,125,307 | |
| | | | | | | | |
Total Agency Mortgage-Backed Securities (Cost $13,004,144) | | | | 12,894,506 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Asset-Backed Securities – 8.3% | |
Ally Auto Receivables Trust 2012-5 A4 0.85% due 1/16/2018(1) | | | 835,000 | | | | 835,366 | |
Ally Master Owner Trust 2013-1 A1 0.636% due 2/15/2018(2) | | | 1,550,000 | | | | 1,550,304 | |
American Express Credit Account Master Trust 2013-1 A 0.606% due 2/16/2021(1)(2) | | | 1,800,000 | | | | 1,805,377 | |
Ameriquest Mortgage Securities, Inc. 2003-5 A6 4.433% due 4/25/2033(2) | | | 38,789 | | | | 39,440 | |
Avis Budget Rental Car Funding AESOP LLC | | | | | | | | |
2013-1A A | | | | | | | | |
1.92% due 9/20/2019(1)(3) | | | 2,700,000 | | | | 2,691,309 | |
2014-1A A | | | | | | | | |
2.46% due 7/20/2020(1)(3) | | | 1,250,000 | | | | 1,258,206 | |
Citibank Credit Card Issuance Trust 2014-A2 A2 1.02% due 2/22/2019(1) | | | 2,500,000 | | | | 2,498,842 | |
CNH Equipment Trust 2014-B A4 1.61% due 5/17/2021(1) | | | 1,000,000 | | | | 1,003,828 | |
DB Master Finance LLC 2015-1A A2I 3.262% due 2/20/2045(1)(3) | | | 658,350 | | | | 660,844 | |
Domino’s Pizza Master Issuer LLC 2012-1A A2 5.216% due 1/25/2042(1)(3) | | | 1,207,812 | | | | 1,246,729 | |
Enterprise Fleet Financing LLC 2012-2 A2 0.72% due 4/20/2018(1)(3) | | | 48,377 | | | | 48,378 | |
Ford Credit Auto Lease Trust 2014-B A3 0.89% due 9/15/2017(1) | | | 900,000 | | | | 901,081 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Asset-Backed Securities (continued) | |
Harley-Davidson Motorcycle Trust 2012-1 A3 0.68% due 4/15/2017(1) | | $ | 91,680 | | | $ | 91,680 | |
Hyundai Auto Lease Securitization Trust 2014-B A4 1.26% due 9/17/2018(1)(3) | | | 900,000 | | | | 901,497 | |
Kubota Credit Owner Trust 2014-1A A3 1.16% due 5/15/2018(1)(3) | | | 2,600,000 | | | | 2,604,417 | |
Mercedes-Benz Auto Lease Trust 2013-B A4 0.76% due 7/15/2019(1) | | | 500,000 | | | | 500,207 | |
Mercedes-Benz Master Owner Trust 2012-AA A 0.79% due 11/15/2017(1)(3) | | | 1,400,000 | | | | 1,401,484 | |
Nissan Auto Receivables Owner Trust 2013-A A3 0.50% due 5/15/2017(1) | | | 701,741 | | | | 701,530 | |
Residential Asset Mortgage Products Trust 2002-RS4 AI5 6.163% due 8/25/2032(2) | | | 20,695 | | | | 19,686 | |
Synchrony Credit Card Master Note Trust 2012-6 A 1.36% due 8/17/2020(1) | | | 2,215,000 | | | | 2,213,496 | |
| | | | | | | | |
Total Asset-Backed Securities (Cost $22,948,415) | | | | 22,973,701 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Senior Secured Loans – 6.6% | | | | | |
Building Materials – 1.0% | | | | | | | | |
ABC Supply Co., Inc. Term Loan 3.50% due 4/16/2020(2) | | | 1,235,606 | | | | 1,229,119 | |
Generac Power Systems, Inc. Term Loan B 3.25% due 5/31/2020(2) | | | 905,123 | | | | 896,452 | |
Quikrete Holdings, Inc. 1st Lien Term Loan 4.00% due 9/28/2020(2) | | | 538,847 | | | | 538,621 | |
| | | | | | | | |
| | | | 2,664,192 | |
Consumer Products – 0.4% | | | | | |
Bombardier Recreational Products, Inc. New Term Loan B 3.75% due 1/30/2019(2) | | | 977,143 | | | | 975,677 | |
| | | | | | | | |
| | | | 975,677 | |
Food And Beverage – 0.3% | | | | | |
H.J. Heinz Co. Term Loan B1 3.00% due 6/7/2019(2) | | | 866,512 | | | | 866,148 | |
| | | | | | | | |
| | | | 866,148 | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Gaming – 1.4% | | | | | | | | |
Boyd Gaming Corp. Term Loan B 4.00% due 8/14/2020(2) | | $ | 813,000 | | | $ | 814,236 | |
MGM Resorts International Term Loan B 3.50% due 12/20/2019(2) | | | 2,124,327 | | | | 2,107,863 | |
Scientific Games International, Inc. 2014 Term Loan B1 6.00% due 10/18/2020(2) | | | 985,000 | | | | 984,330 | |
| | | | | | | | |
| | | | 3,906,429 | |
Healthcare – 1.1% | | | | | | | | |
DaVita HealthCare Partners, Inc. Term Loan B 3.50% due 6/24/2021(2) | | | 1,193,237 | | | | 1,192,199 | |
Fresenius SE & Co. KGaA USD Term Loan B 2.282% due 8/7/2019(2) | | | 1,965,000 | | | | 1,965,000 | |
| | | | | | | | |
| | | | | | | 3,157,199 | |
Leisure – 1.4% | | | | | | | | |
Kasima LLC New Term Loan B 3.25% due 5/17/2021(2) | | | 2,143,382 | | | | 2,135,345 | |
WMG Acquisition Corp. New Term Loan 3.75% due 7/1/2020(2) | | | 1,734,337 | | | | 1,706,431 | |
| | | | | | | | |
| | | | | | | 3,841,776 | |
Lodging – 0.1% | | | | | | | | |
Hilton Worldwide Finance LLC USD Term Loan B2 3.50% due 10/26/2020(2) | | | 153,783 | | | | 153,808 | |
| | | | | | | | |
| | | | | | | 153,808 | |
Media - Entertainment – 0.1% | | | | | | | | |
Tribune Media Co. Term Loan 3.75% due 12/27/2020(2) | | | 315,284 | | | | 315,186 | |
| | | | | | | | |
| | | | | | | 315,186 | |
Pharmaceuticals – 0.2% | | | | | | | | |
Amgen, Inc. Term Loan 1.282% due 9/18/2018(2) | | | 445,000 | | | | 443,144 | |
RPI Finance Trust Term Loan A 2.282% due 8/9/2016(2) | | | 226,424 | | | | 226,237 | |
| | | | | | | | |
| | | | | | | 669,381 | |
Refining – 0.2% | | | | | | | | |
Tesoro Corp. Delayed Draw Term Loan 2.437% due 5/30/2016(2) | | | 397,500 | | | | 395,763 | |
| | | | | | | | |
| | | | | | | 395,763 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Wireless – 0.4% | | | | | | | | |
Crown Castle Operating Co. Term Loan B2 3.00% due 1/31/2021(2) | | $ | 1,217,748 | | | $ | 1,209,918 | |
| | | | | | | | |
| | | | | | | 1,209,918 | |
Total Senior Secured Loans (Cost $18,236,846) | | | | 18,155,477 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Commercial Mortgage-Backed Securities – 21.3% | |
American Tower Trust I 13 1A 1.551% due 3/15/2043(1)(3) | | | 1,000,000 | | | | 994,974 | |
Banc of America Commercial Mortgage Trust | | | | | | | | |
2006-1 A4 | | | | | | | | |
5.372% due 9/10/2045(1)(2) | | | 1,900,121 | | | | 1,909,823 | |
2006-1 AM | | | | | | | | |
5.421% due 9/10/2045(1)(2) | | | 500,000 | | | | 506,525 | |
2007-3 AM | | | | | | | | |
5.749% due 6/10/2049(1)(2) | | | 950,000 | | | | 1,015,257 | |
2008-1 A4 | | | | | | | | |
6.43% due 2/10/2051(1)(2) | | | 1,675,122 | | | | 1,823,361 | |
Banc of America Merrill Lynch Commercial Mortgage, Inc. | | | | | | | | |
2005-4 A5B | | | | | | | | |
4.997% due 7/10/2045(1)(2) | | | 2,000,000 | | | | 1,998,850 | |
2005-5 A4 | | | | | | | | |
5.115% due 10/10/2045(1)(2) | | | 944,947 | | | | 945,487 | |
2005-6 A4 | | | | | | | | |
5.328% due 9/10/2047(1)(2) | | | 886,818 | | | | 891,307 | |
Bear Stearns Commercial Mortgage Securities Trust | | | | | | | | |
2005-PW10 A4 | | | | | | | | |
5.405% due 12/11/2040(1)(2) | | | 963,186 | | | | 968,720 | |
2006-T24 AM | | | | | | | | |
5.568% due 10/12/2041(1)(2) | | | 1,700,000 | | | | 1,780,497 | |
2007-PW16 AM | | | | | | | | |
5.896% due 6/11/2040(1)(2) | | | 900,000 | | | | 963,835 | |
Citigroup Commercial Mortgage Trust | | | | | | | | |
2006-C5 A4 | | | | | | | | |
5.431% due 10/15/2049(1) | | | 1,000,000 | | | | 1,040,744 | |
2014-388G B | | | | | | | | |
1.236% due 6/15/2033(1)(2)(3) | | | 1,200,000 | | | | 1,191,298 | |
Citigroup/Deutsche Bank Commercial Mortgage Trust | | | | | | | | |
2006-CD2 AM | | | | | | | | |
5.527% due 1/15/2046(1)(2) | | | 1,000,000 | | | | 1,018,372 | |
2006-CD3 A5 | | | | | | | | |
5.617% due 10/15/2048(1) | | | 1,554,301 | | | | 1,611,576 | |
2006-CD3 AM | | | | | | | | |
5.648% due 10/15/2048(1) | | | 1,350,000 | | | | 1,418,017 | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
SCHEDULE OF INVESTMENTS — RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Commercial Mortgage-Backed Securities (continued) | |
Credit Suisse Commercial Mortgage Trust | | | | | | | | |
2006-C3 A3 | | | | | | | | |
6.00% due 6/15/2038(1)(2) | | $ | 1,523,634 | | | $ | 1,556,098 | |
2006-C4 AM | | | | | | | | |
5.509% due 9/15/2039 | | | 1,800,000 | | | | 1,877,587 | |
2006-C5 AM | | | | | | | | |
5.343% due 12/15/2039 | | | 1,950,000 | | | | 2,046,486 | |
GE Capital Commercial Mortgage Corp. 2006-C1 A4 5.449% due 3/10/2044(1)(2) | | | 457,714 | | | | 462,793 | |
GS Mortgage Securities Trust 2006-GG8 AM 5.591% due 11/10/2039(1) | | | 1,525,000 | | | | 1,596,820 | |
Hilton U.S.A. Trust 2013-HLT AFX 2.662% due 11/5/2030(1)(3) | | | 2,000,000 | | | | 1,987,342 | |
JPMorgan Chase Commercial Mortgage Securities Trust | | | | | | | | |
2005-CB13 AM | | | | | | | | |
5.462% due 1/12/2043(1)(2) | | | 1,500,000 | | | | 1,511,127 | |
2005-LDP5 A4 | | | | | | | | |
5.412% due 12/15/2044(1)(2) | | | 864,924 | | | | 866,866 | |
2005-LDP5 AM | | | | | | | | |
5.454% due 12/15/2044(1)(2) | | | 855,000 | | | | 866,937 | |
2006-LDP7 AM | | | | | | | | |
6.10% due 4/15/2045(1)(2) | | | 1,350,000 | | | | 1,398,797 | |
2007-CB18 A4 | | | | | | | | |
5.44% due 6/12/2047(1) | | | 1,840,459 | | | | 1,929,686 | |
2007-LD12 AM | | | | | | | | |
6.208% due 2/15/2051(1)(2) | | | 800,000 | | | | 859,374 | |
LB UBS Commercial Mortgage Trust 2006-C6 AM 5.413% due 9/15/2039(1) | | | 3,600,000 | | | | 3,761,032 | |
Morgan Stanley Bank of America Merrill Lynch Trust | | | | | | | | |
2013-C13 A2 | | | | | | | | |
2.936% due 11/15/2046(1) | | | 1,500,000 | | | | 1,547,638 | |
2013-C8 A2 | | | | | | | | |
1.689% due 12/15/2048(1) | | | 1,500,000 | | | | 1,499,967 | |
Morgan Stanley Capital I Trust | | | | | | | | |
2006-HQ8 A4 | | | | | | | | |
5.601% due 3/12/2044(1)(2) | | | 1,772,917 | | | | 1,783,750 | |
2007-IQ16 A4 | | | | | | | | |
5.809% due 12/12/2049(1) | | | 1,193,991 | | | | 1,281,389 | |
SBA Tower Trust | | | | | | | | |
2.24% due 4/15/2043(1)(3) | | | 2,000,000 | | | | 1,989,568 | |
2.933% due 12/15/2042(1)(3) | | | 500,000 | | | | 507,382 | |
Wachovia Bank Commercial Mortgage Trust | | | | | | | | |
2004-C11 A5 | | | | | | | | |
5.215% due 1/15/2041(1)(2) | | | 97,512 | | | | 97,682 | |
2005-C22 A4 | | | | | | | | |
5.448% due 12/15/2044(1)(2) | | | 1,156,445 | | | | 1,157,882 | |
2006-C28 AM | | | | | | | | |
5.603% due 10/15/2048(1)(2) | | | 3,000,000 | | | | 3,144,759 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Commercial Mortgage-Backed Securities (continued) | |
2007-C31 AM | | | | | | | | |
5.591% due 4/15/2047(1)(2) | | $ | 1,300,000 | | | $ | 1,379,236 | |
2007-C33 AM | | | | | | | | |
6.15% due 2/15/2051(1)(2) | | | 2,250,000 | | | | 2,411,964 | |
Wells Fargo Commercial Mortgage Trust 2012-LC5 A2 1.844% due 10/15/2045 | | | 1,510,000 | | | | 1,521,713 | |
| | | | | | | | |
Total Commercial Mortgage-Backed Securities (Cost $61,330,383) | | | | 59,122,518 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Corporate Bonds – 31.9% | | | | | | | | |
Aerospace & Defense – 0.6% | | | | | | | | |
Harris Corp. Sr. Nt. 1.999% due 4/27/2018(1) | | | 1,000,000 | | | | 997,087 | |
L-3 Communications Corp. 3.95% due 11/15/2016 | | | 500,000 | | | | 516,266 | |
| | | | | | | | |
| | | | | | | 1,513,353 | |
Automotive – 0.6% | | | | | | | | |
Ford Motor Credit Co. LLC Sr. Nt. 1.70% due 5/9/2016(1) | | | 600,000 | | | | 600,782 | |
General Motors Financial Co., Inc. 3.25% due 5/15/2018(1) | | | 1,000,000 | | | | 1,022,744 | |
| | | | | | | | |
| | | | | | | 1,623,526 | |
Banking – 7.3% | | | | | | | | |
Ally Financial, Inc. | | | | | | | | |
2.75% due 1/30/2017(1) | | | 600,000 | | | | 597,300 | |
3.125% due 1/15/2016(1) | | | 400,000 | | | | 401,500 | |
Bank of America Corp. Sr. Nt. 1.70% due 8/25/2017(1) | | | 1,000,000 | | | | 1,001,149 | |
Barclays Bank PLC Sub. Nt. 6.05% due 12/4/2017(1)(3) | | | 700,000 | | | | 761,627 | |
Citigroup, Inc. Sr. Nt. 1.85% due 11/24/2017(1) | | | 500,000 | | | | 501,220 | |
Credit Agricole S.A. Sr. Nt. 1.625% due 4/15/2016(1)(3) | | | 500,000 | | | | 502,741 | |
Deutsche Bank AG Sr. Nt. 1.875% due 2/13/2018(1) | | | 2,250,000 | | | | 2,243,115 | |
HSBC U.S.A., Inc. Sr. Nt. 1.625% due 1/16/2018(1) | | | 500,000 | | | | 498,634 | |
Intesa Sanpaolo S.p.A. 3.125% due 1/15/2016(1) | | | 700,000 | | | | 705,336 | |
JPMorgan Chase & Co. Sr. Nt. 1.10% due 10/15/2015(1) | | | 500,000 | | | | 500,453 | |
| | | | | | | | |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Banking (continued) | | | | | | | | |
Lloyds Bank PLC | | | | | | | | |
1.75% due 3/16/2018(1) | | $ | 1,500,000 | | | $ | 1,500,147 | |
4.20% due 3/28/2017(1) | | | 500,000 | | | | 524,732 | |
Macquarie Bank Ltd. Sr. Nt. 3.45% due 7/27/2015(1)(3) | | | 750,000 | | | | 751,500 | |
Morgan Stanley | | | | | | | | |
Sr. Nt. | | | | | | | | |
1.75% due 2/25/2016(1) | | | 1,000,000 | | | | 1,004,070 | |
3.45% due 11/2/2015(1) | | | 500,000 | | | | 504,534 | |
Regions Bank/Birmingham AL Sub. Nt. 7.50% due 5/15/2018(1) | | | 500,000 | | | | 573,914 | |
Royal Bank of Scotland Group PLC Sr. Nt. 1.875% due 3/31/2017(1) | | | 2,500,000 | | | | 2,487,290 | |
Societe Generale S.A. 2.75% due 10/12/2017(1) | | | 500,000 | | | | 512,479 | |
Sumitomo Mitsui Banking Corp. 1.35% due 7/18/2015(1) | | | 500,000 | | | | 500,082 | |
SunTrust Banks, Inc. Sr. Nt. 3.60% due 4/15/2016(1) | | | 800,000 | | | | 815,154 | |
The Huntington National Bank Sr. Nt. 1.30% due 11/20/2016(1) | | | 1,000,000 | | | | 998,370 | |
U.S. Bancorp Jr. Sub. Nt. 3.442% due 2/1/2016(1) | | | 1,000,000 | | | | 1,013,257 | |
UBS AG/Stamford CT Sr. Nt. 1.80% due 3/26/2018(1) | | | 1,250,000 | | | | 1,248,140 | |
Wells Fargo Bank N.A. Sub. Nt. 5.75% due 5/16/2016(1) | | | 100,000 | | | | 103,816 | |
| | | | | | | | |
| | | | | | | 20,250,560 | |
Brokerage – 0.7% | | | | | | | | |
Jefferies Group LLC Sr. Nt. 3.875% due 11/9/2015(1) | | | 900,000 | | | | 907,570 | |
Nomura Holdings, Inc. Sr. Nt. 2.00% due 9/13/2016(1) | | | 1,000,000 | | | | 1,007,286 | |
| | | | | | | | |
| | | | | | | 1,914,856 | |
Building Materials – 0.2% | | | | | | | | |
Martin Marietta Materials, Inc. Sr. Nt. 6.60% due 4/15/2018(1) | | | 500,000 | | | | 559,668 | |
| | | | | | | | |
| | | | | | | 559,668 | |
Cable Satellite – 0.7% | | | | | | | | |
Time Warner Cable, Inc. 5.85% due 5/1/2017(1) | | | 1,750,000 | | | | 1,868,769 | |
| | | | | | | | |
| | | | | | | 1,868,769 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Construction Machinery – 0.4% | | | | | |
CNH Industrial Capital LLC | | | | | | | | |
3.25% due 2/1/2017(1) | | $ | 500,000 | | | $ | 498,125 | |
3.875% due 11/1/2015(1) | | | 500,000 | | | | 501,250 | |
| | | | | | | | |
| | | | | | | 999,375 | |
Consumer Cyclical Services – 0.4% | | | | | |
The ADT Corp. Sr. Nt. 2.25% due 7/15/2017(1) | | | 1,000,000 | | | | 990,200 | |
| | | | | | | | |
| | | | | | | 990,200 | |
Diversified Manufacturing – 0.4% | | | | | |
Eaton Corp. 0.95% due 11/2/2015(1) | | | 400,000 | | | | 400,260 | |
Pentair Finance S.A. | | | | | | | | |
1.35% due 12/1/2015(1) | | | 250,000 | | | | 250,335 | |
1.875% due 9/15/2017(1) | | | 500,000 | | | | 501,875 | |
| | | | | | | | |
| | | | | | | 1,152,470 | |
Electric – 2.3% | | | | | | | | |
American Electric Power Co., Inc. Sr. Nt. 1.65% due 12/15/2017(1) | | | 300,000 | | | | 300,348 | |
CMS Energy Corp. Sr. Nt. 6.55% due 7/17/2017(1) | | | 500,000 | | | | 551,292 | |
DPL, Inc. Sr. Nt. 6.50% due 10/15/2016(1) | | | 35,000 | | | | 36,400 | |
Exelon Corp. Sr. Nt. 1.55% due 6/9/2017 | | | 1,250,000 | | | | 1,251,776 | |
FirstEnergy Corp. Sr. Nt. Series A 2.75% due 3/15/2018(1) | | | 1,100,000 | | | | 1,116,200 | |
GenOn Energy, Inc. Sr. Nt. 7.875% due 6/15/2017(1) | | | 1,000,000 | | | | 1,012,500 | |
NextEra Energy Capital Holdings, Inc. 1.586% due 6/1/2017(1) | | | 1,000,000 | | | | 1,002,172 | |
The Dayton Power & Light Co. 1.875% due 9/15/2016 | | | 1,200,000 | | | | 1,206,495 | |
| | | | | | | | |
| | | | | | | 6,477,183 | |
Finance Companies – 1.8% | | | | | |
AerCap Ireland Capital Ltd. 2.75% due 5/15/2017(1)(3) | | | 1,600,000 | | | | 1,590,000 | |
Air Lease Corp. Sr. Nt. 2.125% due 1/15/2018(1) | | | 1,500,000 | | | | 1,485,000 | |
CIT Group, Inc. Sr. Nt. 4.25% due 8/15/2017(1) | | | 1,500,000 | | | | 1,522,500 | |
International Lease Finance Corp. Sr. Nt. 2.236% due 6/15/2016(1)(2) | | | 500,000 | | | | 499,375 | |
| | | | | | | | |
| | | | | | | 5,096,875 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
SCHEDULE OF INVESTMENTS — RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Financial - Other – 0.1% | | | | | | | | |
Icahn Enterprises LP 3.50% due 3/15/2017(1) | | $ | 300,000 | | | $ | 301,875 | |
| | | | | | | | |
| | | | | | | 301,875 | |
Food And Beverage – 0.9% | | | | | | | | |
ConAgra Foods, Inc. Sr. Nt. 1.30% due 1/25/2016(1) | | | 1,000,000 | | | | 1,000,140 | |
H.J. Heinz Co. 1.60% due 6/30/2017(3) | | | 1,500,000 | | | | 1,500,153 | |
| | | | | | | | |
| | | | | | | 2,500,293 | |
Government Related – 1.2% | | | | | | | | |
Abu Dhabi National Energy Co. PJSC Sr. Nt. 2.50% due 1/12/2018(1)(3) | | | 500,000 | | | | 502,627 | |
CNOOC Nexen Finance 2014 ULC 1.625% due 4/30/2017(1) | | | 1,500,000 | | | | 1,502,139 | |
Petrobras Global Finance B.V. | | | | | | | | |
2.00% due 5/20/2016(1) | | | 650,000 | | | | 642,311 | |
3.25% due 3/17/2017(1) | | | 750,000 | | | | 739,582 | |
| | | | | | | | |
| | | | | | | 3,386,659 | |
Healthcare – 0.9% | | | | | | | | |
Becton Dickinson and Co. Sr. Nt. 1.80% due 12/15/2017(1) | | | 1,500,000 | | | | 1,500,183 | |
Laboratory Corp. of America Holdings Sr. Nt. 2.50% due 11/1/2018(1) | | | 750,000 | | | | 756,290 | |
McKesson Corp. Sr. Nt. 0.95% due 12/4/2015(1) | | | 250,000 | | | | 250,351 | |
| | | | | | | | |
| | | | | | | 2,506,824 | |
Home Construction – 0.4% | | | | | | | | |
DR Horton, Inc. 3.625% due 2/15/2018(1) | | | 500,000 | | | | 509,375 | |
Lennar Corp. 4.50% due 6/15/2019(1) | | | 640,000 | | | | 652,800 | |
| | | | | | | | |
| | | | | | | 1,162,175 | |
Independent Energy – 0.3% | | | | | | | | |
Southwestern Energy Co. Sr. Nt. 3.30% due 1/23/2018(1) | | | 750,000 | | | | 769,085 | |
| | | | | | | | |
| | | | | | | 769,085 | |
Industrial - Other – 0.7% | | | | | | | | |
AECOM Global II LLC 3.85% due 4/1/2017(1) | | | 500,000 | | | | 497,500 | |
Hutchison Whampoa International 14 Ltd. 1.625% due 10/31/2017(1)(3) | | | 1,500,000 | | | | 1,495,500 | |
| | | | | | | | |
| | | | | | | 1,993,000 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Insurance - Life – 0.1% | | | | | | | | |
Prudential Financial, Inc. Sr. Nt. 4.75% due 9/17/2015(1) | | $ | 300,000 | | | $ | 302,321 | |
| | | | | | | | |
| | | | | | | 302,321 | |
Insurance: Property - Casualty – 0.8% | |
Assurant, Inc. Sr. Nt. 2.50% due 3/15/2018(1) | | | 1,408,000 | | | | 1,428,806 | |
XLIT Ltd. 2.30% due 12/15/2018(1) | | | 750,000 | | | | 755,052 | |
| | | | | | | | |
| | | | | | | 2,183,858 | |
Media - Entertainment – 0.6% | | | | | | | | |
The Interpublic Group of Cos., Inc. Sr. Nt. 2.25% due 11/15/2017(1) | | | 1,500,000 | | | | 1,512,566 | |
| | | | | | | | |
| | | | | | | 1,512,566 | |
Metals And Mining – 1.6% | | | | | | | | |
Freeport-McMoRan, Inc. 2.30% due 11/14/2017(1) | | | 2,000,000 | | | | 1,993,840 | |
Glencore Finance Canada Ltd. 2.05% due 10/23/2015(1)(3) | | | 250,000 | | | | 250,640 | |
Teck Resources Ltd. 2.50% due 2/1/2018(1) | | | 150,000 | | | | 146,718 | |
Vale Overseas Ltd. | | | | | | | | |
6.25% due 1/11/2016-1/23/2017 (1) | | | 2,000,000 | | | | 2,098,895 | |
| | | | | | | | |
| | | | | | | 4,490,093 | |
Midstream – 2.0% | | | | | | | | |
Buckeye Partners LP Sr. Nt. 2.65% due 11/15/2018(1) | | | 1,000,000 | | | | 996,349 | |
Columbia Pipeline Group, Inc. 2.45% due 6/1/2018(3) | | | 500,000 | | | | 503,861 | |
Enterprise Products Operating LLC | | | | | | | | |
1.25% due 8/13/2015(1) | | | 300,000 | | | | 300,141 | |
Series A | | | | | | | | |
8.375% due 8/1/2066(1)(2) | | | 2,400,000 | | | | 2,514,000 | |
Kinder Morgan, Inc. 2.00% due 12/1/2017(1) | | | 1,200,000 | | | | 1,196,358 | |
| | | | | | | | |
| | | | | | | 5,510,709 | |
Oil Field Services – 0.9% | | | | | | | | |
Nabors Industries, Inc. 2.35% due 9/15/2016(1) | | | 600,000 | | | | 601,753 | |
Transocean, Inc. 3.00% due 10/15/2017(1) | | | 1,050,000 | | | | 1,018,500 | |
Weatherford International LLC 6.35% due 6/15/2017(1) | | | 850,000 | | | | 910,296 | |
| | | | | | | | |
| | | | | | | 2,530,549 | |
Pharmaceuticals – 2.0% | | | | | | | | |
AbbVie, Inc. Sr. Nt. 1.20% due 11/6/2015(1) | | | 1,250,000 | | | | 1,251,141 | |
Actavis Funding SCS 2.35% due 3/12/2018(1) | | | 2,200,000 | | | | 2,211,614 | |
| | | | | | | | |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Pharmaceuticals (continued) | | | | | |
Mallinckrodt International Finance S.A. 3.50% due 4/15/2018(1) | | $ | 850,000 | | | $ | 852,125 | |
Mylan, Inc. 1.35% due 11/29/2016(1) | | | 750,000 | | | | 747,723 | |
Zoetis, Inc. Sr. Nt. 1.15% due 2/1/2016(1) | | | 600,000 | | | | 600,132 | |
| | | | | | | | |
| | | | | | | 5,662,735 | |
Real Estate Investment Trusts – 1.0% | |
BioMed Realty LP 3.85% due 4/15/2016(1) | | | 300,000 | | | | 305,639 | |
Prologis LP 4.50% due 8/15/2017(1) | | | 1,000,000 | | | | 1,060,169 | |
Realty Income Corp. Sr. Nt. 5.375% due 9/15/2017(1) | | | 560,000 | | | | 604,765 | |
Select Income REIT Sr. Nt. 2.85% due 2/1/2018(1) | | | 750,000 | | | | 760,124 | |
| | | | | | | | |
| | | | | | | 2,730,697 | |
Retailers – 0.5% | | | | | | | | |
CVS Health Corp. Sr. Nt. 1.20% due 12/5/2016(1) | | | 1,250,000 | | | | 1,251,751 | |
| | | | | | | | |
| | | | | | | 1,251,751 | |
Technology – 0.7% | | | | | | | | |
Avnet, Inc. Sr. Nt. 6.00% due 9/1/2015(1) | | | 350,000 | | | | 352,651 | |
KLA-Tencor Corp. Sr. Nt. 2.375% due 11/1/2017(1) | | | 1,000,000 | | | | 1,006,873 | |
NXP B.V. 3.50% due 9/15/2016(1)(3) | | | 600,000 | | | | 606,000 | |
| | | | | | | | |
| | | | | | | 1,965,524 | |
Tobacco – 0.7% | | | | | | | | |
Reynolds American, Inc. 2.30% due 6/12/2018 | | | 2,000,000 | | | | 2,014,952 | |
| | | | | | | | |
| | | | | | | 2,014,952 | |
Transportation Services – 0.2% | |
Ryder System, Inc. Sr. Nt. 3.60% due 3/1/2016(1) | | | 500,000 | | | | 508,394 | |
| | | | | | | | |
| | | | | | | 508,394 | |
Wireless – 0.6% | | | | | | | | |
American Tower Corp. Sr. Nt. 4.50% due 1/15/2018(1) | | | 1,690,000 | | | | 1,788,334 | |
| | | | | | | | |
| | | | | | | 1,788,334 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Wirelines – 0.3% | | | | | | | | |
Verizon Communications, Inc. Sr. Nt. 2.50% due 9/15/2016(1) | | $ | 823,000 | | | $ | 836,354 | |
| | | | | | | | |
| | | | | | | 836,354 | |
Total Corporate Bonds (Cost $88,235,059) | | | | 88,355,583 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Non-Agency Mortgage-Backed Securities – 8.0% | |
Banc of America Funding Trust 2005-D A1 2.699% due 5/25/2035(1)(2) | | | 738,391 | | | | 751,255 | |
Banc of America Mortgage Securities Trust 2003-J 2A2 2.829% due 11/25/2033(1)(2) | | | 611,812 | | | | 611,501 | |
Bear Stearns ALT-A Trust | | | | | | | | |
2003-3 2A | | | | | | | | |
2.609% due 10/25/2033(1)(2) | | | 1,136,817 | | | | 1,142,763 | |
2004-4 A1 | | | | | | | | |
0.787% due 6/25/2034(1)(2) | | | 672,976 | | | | 644,315 | |
2004-6 1A | | | | | | | | |
0.827% due 7/25/2034(1)(2) | | | 572,721 | | | | 548,041 | |
2004-7 2A1 | | | | | | | | |
2.557% due 8/25/2034(1)(2) | | | 888,354 | | | | 897,994 | |
Chase Mortgage Finance Trust 2007-A1 2A1 2.642% due 2/25/2037(1)(2) | | | 195,844 | | | | 196,003 | |
Countrywide Home Loans Mortgage Pass-Through Trust 2002-19 1A1 6.25% due 11/25/2032 | | | 15,459 | | | | 15,977 | |
CS First Boston Mortgage Securities Corp. | | | | | | | | |
2003-23 2A8 | | | | | | | | |
4.50% due 10/25/2018(1) | | | 43,276 | | | | 43,433 | |
2003-8 2A1 | | | | | | | | |
5.00% due 4/25/2018(1) | | | 35,091 | | | | 35,845 | |
2004-5 5A1 | | | | | | | | |
5.00% due 8/25/2019 | | | 112,974 | | | | 114,918 | |
2004-AR5 3A1 | | | | | | | | |
2.777% due 6/25/2034(1)(2) | | | 541,319 | | | | 525,221 | |
2004-AR5 6A1 | | | | | | | | |
2.611% due 6/25/2034(1)(2) | | | 1,179,532 | | | | 1,184,160 | |
2004-AR7 4A1 | | | | | | | | |
2.499% due 11/25/2034(1)(2) | | | 1,091,084 | | | | 1,094,336 | |
GSR Mortgage Loan Trust 2005-AR6 1A1 2.703% due 9/25/2035(1)(2) | | | 718,434 | | | | 724,600 | |
Impac CMB Trust 2004-7 1A1 0.927% due 11/25/2034(1)(2) | | | 1,214,648 | | | | 1,152,231 | |
JPMorgan Mortgage Trust | | | | | | | | |
2004-S1 1A7 | | | | | | | | |
5.00% due 9/25/2034(1) | | | 21,130 | | | | 21,889 | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 9 |
SCHEDULE OF INVESTMENTS — RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Non-Agency Mortgage-Backed Securities (continued) | |
2004-S2 1A3 | | | | | | | | |
4.75% due 11/25/2019(1) | | $ | 50,112 | | | $ | 50,720 | |
2005-A1 3A1 | | | | | | | | |
2.586% due 2/25/2035(1)(2) | | | 224,792 | | | | 227,786 | |
2006-A2 5A1 | | | | | | | | |
2.442% due 11/25/2033(1)(2) | | | 303,231 | | | | 305,714 | |
Master Adjustable Rate Mortgages Trust | | | | | | | | |
2004-13 2A1 | | | | | | | | |
2.666% due 4/21/2034(1)(2) | | | 425,642 | | | | 428,408 | |
2004-13 3A7 | | | | | | | | |
2.702% due 11/21/2034(1)(2) | | | 1,312,741 | | | | 1,342,770 | |
Master Asset Securitization Trust 2003-5 2A1 5.00% due 6/25/2018 | | | 43,694 | | | | 45,045 | |
Merrill Lynch Mortgage Investors Trust | | | | | | | | |
2004-B A1 | | | | | | | | |
0.687% due 5/25/2029(1)(2) | | | 577,742 | | | | 560,747 | |
2005-A2 A2 | | | | | | | | |
2.46% due 2/25/2035(1)(2) | | | 948,724 | | | | 953,671 | |
Morgan Stanley Mortgage Loan Trust | | | | | | | | |
2004-1 1A9 | | | | | | | | |
4.50% due 11/25/2018(1) | | | 42,413 | | | | 43,123 | |
2004-7AR 2A1 | | | | | | | | |
2.434% due 9/25/2034(1)(2) | | | 830,474 | | | | 820,200 | |
2005-6AR 1A1 | | | | | | | | |
0.467% due 11/25/2035(1)(2) | | | 635,386 | | | | 612,687 | |
MortgageIT Trust 2004-1 A1 0.967% due 11/25/2034(1)(2) | | | 985,022 | | | | 941,420 | |
Prime Mortgage Trust | | | | | | | | |
2003-3 A9 | | | | | | | | |
5.50% due 1/25/2034(1) | | | 148,427 | | | | 148,307 | |
2004-2 A2 | | | | | | | | |
4.75% due 11/25/2019(1) | | | 82,930 | | | | 85,131 | |
Residential Asset Mortgage Products Trust 2005-SL1 A4 6.00% due 5/25/2032(1) | | | 4,940 | | | | 4,977 | |
Residential Asset Securitization Trust 2003-A2 A1 4.25% due 5/25/2033(1) | | | 366,044 | | | | 365,502 | |
Residential Funding Mortgage Securities I Trust 2005-S3 A1 4.75% due 3/25/2020 | | | 33,742 | | | | 34,287 | |
Structured Adjustable Rate Mortgage Loan Trust 2004-6 4A1 2.445% due 6/25/2034(1)(2) | | | 711,959 | | | | 711,111 | |
Structured Asset Securities Corp. | | | | | | | | |
2003-29 2A1 | | | | | | | | |
5.25% due 9/25/2023(1) | | | 172,701 | | | | 176,418 | |
2003-34A 3A2 | | | | | | | | |
2.46% due 11/25/2033(1)(2) | | | 767,298 | | | | 754,489 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Non-Agency Mortgage-Backed Securities (continued) | |
2004-21XS 2A6A | | | | | | | | |
4.74% due 12/25/2034(1)(2) | | $ | 11,597 | | | $ | 11,836 | |
2004-3 3A1 | | | | | | | | |
5.50% due 3/25/2019(1) | | | 59,415 | | | | 61,098 | |
Thornburg Mortgage Securities Trust 2004-3 A 0.927% due 9/25/2044(1)(2) | | | 881,043 | | | | 844,356 | |
Wells Fargo Mortgage Backed Securities Trust | | | | | | | | |
2003-J 2A1 | | | | | | | | |
2.507% due 10/25/2033(1)(2) | | | 64,732 | | | | 65,059 | |
2003-N 2A1 | | | | | | | | |
2.491% due 12/25/2033(1)(2) | | | 138,443 | | | | 135,889 | |
2004-M A7 | | | | | | | | |
2.627% due 8/25/2034(1)(2) | | | 435,615 | | | | 442,069 | |
2004-O A1 | | | | | | | | |
2.62% due 8/25/2034(1)(2) | | | 245,088 | | | | 243,634 | |
2004-Z 2A2 | | | | | | | | |
2.615% due 12/25/2034(1)(2) | | | 208,998 | | | | 209,990 | |
2005-AR10 2A6 | | | | | | | | |
2.652% due 6/25/2035(1)(2) | | | 245,829 | | | | 247,471 | |
2005-AR12 2A5 | | | | | | | | |
2.648% due 6/25/2035(1)(2) | | | 454,900 | | | | 465,138 | |
2005-AR12 2A6 | | | | | | | | |
2.648% due 6/25/2035(1)(2) | | | 389,820 | | | | 398,441 | |
2005-AR16 3A2 | | | | | | | | |
2.642% due 3/25/2035(1)(2) | | | 785,071 | | | | 791,098 | |
| | | | | | | | |
Total Non-Agency Mortgage-Backed Securities (Cost $22,259,108) | | | | 22,233,074 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
U.S. Agencies – 0.2% | | | | | | | | |
FHLMC 2.00% due 8/25/2016(1) | | | 600,000 | | | | 610,634 | |
| | | | | | | | |
Total U.S. Agencies (Cost $605,628) | | | | 610,634 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
U.S. Government Securities – 14.9% | |
U.S. Treasury Notes | | | | | | | | |
0.375% due 3/31/2016(1) | | | 800,000 | | | | 800,813 | |
0.50% due 11/30/2016(1) | | | 5,200,000 | | | | 5,203,250 | |
0.625% due 12/15/2016-4/30/2018(1) | | | 8,680,000 | | | | 8,674,883 | |
0.75% due 1/15/2017(1) | | | 5,215,000 | | | | 5,234,556 | |
0.875% due 7/15/2017(1) | | | 8,250,000 | | | | 8,284,163 | |
1.00% due 3/31/2017-9/15/2017(1) | | | 13,030,000 | | | | 13,112,452 | |
| | | | | | | | |
Total U.S. Government Securities (Cost $41,162,855) | | | | 41,310,117 | |
| | | | |
10 | | | | The accompanying notes are an integral part of these financial statements. |
RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Repurchase Agreements – 4.2% | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $11,646,000, due 7/1/2015(4)
| | $ | 11,646,000 | | | $ | 11,646,000 | |
Total Repurchase Agreements (Cost $11,646,000) | | | | 11,646,000 | |
Total Investments - 100.1% (Cost $279,428,438) | | | | 277,301,610 | |
Other Liabilities, Net - (0.1)% | | | | (318,211 | ) |
Total Net Assets - 100.0% | | | $ | 276,983,399 | |
(1) | Securities are segregated to cover anticipated or existing derivative positions or to be announced securities (TBA). |
(2) | Variable rate securities, which may include step-up bonds or adjustable rate mortgages. The rate shown is the rate in effect at June 30, 2015. |
(3) | Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, normally to certain qualified buyers. At June 30, 2015, the aggregate market value of these securities amounted to $25,948,077, representing 9.4% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees. |
(4) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
U.S. Treasury Note | | | 2.125% | | | | 1/31/2021 | | | $ | 11,882,754 | |
The tables below present futures contracts as of June 30, 2015:
| | | | | | | | | | | | | | | | | | | | |
Description | | Counterparty | | | Number of Contracts | | | Expiration | | | Face Value (000s) | | | Unrealized Appreciation (Depreciation) | |
Purchased Futures Contracts | | | | | | | | | | | | | | | | | | | | |
2 YR U.S. Treasury Note | | | Goldman Sachs & Co. | | | | 288 | | | | 9/30/2015 | | | $ | 63,054 | | | $ | 23,977 | |
5 YR U.S. Treasury Note | | | Goldman Sachs & Co. | | | | 37 | | | | 9/30/2015 | | | | 4,412 | | | | (8,750 | ) |
30-Day Federal Funds | | | Goldman Sachs & Co. | | | | 4 | | | | 8/31/2015 | | | | 1,665 | | | | (179 | ) |
| | | | | | | | | | | | | | | | | | | | |
Total | | | | | | | | | | | | | | | | | | $ | 15,048 | |
| | | | | | | | | | | | | | | | | | | | |
Description | | Counterparty | | | Number of Contracts | | | Expiration | | | Face Value (000s) | | | Unrealized Appreciation | |
Sold Futures Contracts | | | | | | | | | | | | | | | | | | | | |
10 YR U.S. Treasury Note | | | Goldman Sachs & Co. | | | | 58 | | | | 9/21/2015 | | | $ | 7,318 | | | $ | 86,180 | |
U.S. Long Bond | | | Goldman Sachs & Co. | | | | 5 | | | | 9/21/2015 | | | | 754 | | | | 8,649 | |
| | | | | | | | | | | | | | | | | | | | |
Total | | | | | | | | | | | | | | | | | | $ | 94,829 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 11 |
SCHEDULE OF INVESTMENTS — RS LOW DURATION BOND VIP SERIES
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Agency Mortgage-Backed Securities | | $ | — | | | $ | 12,894,506 | | | $ | — | | | $ | 12,894,506 | |
Asset-Backed Securities | | | — | | | | 22,973,701 | | | | — | | | | 22,973,701 | |
Senior Secured Loans | | | — | | | | 18,155,477 | | | | — | | | | 18,155,477 | |
Commercial Mortgage-Backed Securities | | | — | | | | 59,122,518 | | | | — | | | | 59,122,518 | |
Corporate Bonds | | | — | | | | 88,355,583 | | | | — | | | | 88,355,583 | |
Non-Agency Mortgage-Backed Securities | | | — | | | | 22,233,074 | | | | — | | | | 22,233,074 | |
U.S. Agencies | | | — | | | | 610,634 | | | | — | | | | 610,634 | |
U.S. Government Securities | | | — | | | | 41,310,117 | | | | — | | | | 41,310,117 | |
Repurchase Agreements | | | — | | | | 11,646,000 | | | | — | | | | 11,646,000 | |
Other Financial Instruments: | | | | | | | | | | | | | | | | |
Financial Futures Contracts | | | 109,877 | | | | — | | | | — | | | | 109,877 | |
Total | | $ | 109,877 | | | $ | 277,301,610 | | | $ | — | | | $ | 277,411,487 | |
| | | | |
12 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS LOW DURATION BOND VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | | | |
Assets | | | | |
Investments, at value | | $ | 277,301,610 | |
Cash | | | 22,521 | |
Cash deposits with brokers | | | 171,327 | |
Dividends/interest receivable | | | 1,139,240 | |
Receivable for fund shares subscribed | | | 17,770 | |
Receivable for variation margin | | | 10,307 | |
Prepaid expenses | | | 5,489 | |
| | | | |
Total Assets | | | 278,668,264 | |
| | | | |
| |
Liabilities | | | | |
Payable for investments purchased | | | 1,499,055 | |
Payable to adviser | | | 102,331 | |
Payable for fund shares redeemed | | | 15,271 | |
Accrued trustees’ fees | | | 3,918 | |
Accrued expenses/other liabilities | | | 64,290 | |
| | | | |
Total Liabilities | | | 1,684,865 | |
| | | | |
Total Net Assets | | $ | 276,983,399 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 278,657,587 | |
Accumulated undistributed net investment income | | | 2,195,587 | |
Accumulated net realized loss from investments and futures contracts | | | (1,852,824 | ) |
Net unrealized depreciation on investments and futures contracts | | | (2,016,951 | ) |
| | | | |
Total Net Assets | | $ | 276,983,399 | |
| | | | |
Investments, at Cost | | $ | 279,428,438 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 26,840,926 | |
Net Asset Value Per Share | | | $10.32 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Interest | | $ | 2,912,036 | |
| | | | |
Total Investment Income | | | 2,912,036 | |
| | | | |
| |
Expenses | | | | |
Investment advisory fees | | | 605,631 | |
Custodian fees | | | 33,137 | |
Professional fees | | | 26,249 | |
Shareholder reports | | | 13,279 | |
Administrative service fees | | | 12,255 | |
Transfer agent fees | | | 11,387 | |
Trustees’ fees | | | 8,289 | |
Other expenses | | | 6,222 | |
| | | | |
Total Expenses | | | 716,449 | |
| | | | |
Net Investment Income | | | 2,195,587 | |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments and Futures Contracts | | | | |
Net realized loss from investments | | | (209,455 | ) |
Net realized gain from futures contracts | | | 129,242 | |
Net change in unrealized appreciation/depreciation on investments | | | 381,547 | |
Net change in unrealized appreciation/depreciation on futures contracts | | | 148,703 | |
| | | | |
Net Gain on Investments and Futures Contracts | | | 450,037 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 2,645,624 | |
| | | | |
| | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 13 |
FINANCIAL INFORMATION — RS LOW DURATION BOND VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | | | | | |
Net investment income | | $ | 2,195,587 | | | $ | 4,443,718 | |
Net realized loss from investments and futures contracts | | | (80,213 | ) | | | (422,246 | ) |
Net change in unrealized appreciation/depreciation on investments and futures contracts | | | 530,250 | | | | (1,802,305 | ) |
| | | | | | | | |
Net Increase in Net Assets Resulting from Operations | | | 2,645,624 | | | | 2,219,167 | |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net investment income | | | — | | | | (4,468,479 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (4,468,479 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 18,402,162 | | | | 37,803,950 | |
Reinvestment of distributions | | | — | | | | 4,468,479 | |
Cost of shares redeemed | | | (9,578,360 | ) | | | (18,495,466 | ) |
| | | | | | | | |
Net Increase in Net Assets Resulting from Capital Share Transactions | | | 8,823,802 | | | | 23,776,963 | |
| | | | | | | | |
Net Increase in Net Assets | | | 11,469,426 | | | | 21,527,651 | |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 265,513,973 | | | | 243,986,322 | |
| | | | | | | | |
End of period | | $ | 276,983,399 | | | $ | 265,513,973 | |
| | | | | | | | |
Accumulated Undistributed Net Investment Income Included in Net Assets | | $ | 2,195,587 | | | $ | — | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 1,788,387 | | | | 3,641,094 | |
Reinvested | | | — | | | | 437,657 | |
Redeemed | | | (931,000 | ) | | | (1,781,853 | ) |
| | | | | | | | |
Net Increase | | | 857,387 | | | | 2,296,898 | |
| | | | | | | | |
| | | | | | | | |
| | | | |
14 | | | | The accompanying notes are an integral part of these financial statements. |
This Page Intentionally Left Blank
FINANCIAL INFORMATION — RS LOW DURATION BOND VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
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Financial Highlights Six-Months-Ended Numbers are unaudited | |
| | Net Asset Value, Beginning of Period | | | Net Investment Income | | | Net Realized and Unrealized Gain/(Loss) | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 10.22 | | | $ | 0.08 | 2 | | $ | 0.02 | | | $ | 0.10 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 10.30 | | | | 0.18 | | | | (0.08 | ) | | | 0.10 | | | | (0.18 | ) | | | — | | | | (0.18 | ) |
Year Ended 12/31/13 | | | 10.45 | | | | 0.17 | | | | (0.15 | ) | | | 0.02 | | | | (0.17 | ) | | | — | 5 | | | (0.17 | ) |
Year Ended 12/31/12 | | | 10.33 | | | | 0.20 | | | | 0.12 | | | | 0.32 | | | | (0.20 | ) | | | — | 5 | | | (0.20 | ) |
Year Ended 12/31/11 | | | 10.39 | | | | 0.25 | | | | (0.05 | ) | | | 0.20 | | | | (0.25 | ) | | | (0.01 | ) | | | (0.26 | ) |
Year Ended 12/31/10 | | | 10.31 | | | | 0.32 | | | | 0.15 | | | | 0.47 | | | | (0.32 | ) | | | (0.07 | ) | | | (0.39 | ) |
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16 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS LOW DURATION BOND VIP SERIES
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Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Income to Average Net Assets4 | | | Gross Ratio of Net Investment Income to Average Net Assets | | | Portfolio Turnover Rate | |
$ | 10.32 | | | | 0.98% | | | $ | 276,983 | | | | 0.53% | | | | 0.53% | | | | 1.63% | | | | 1.63% | | | | 21% | |
| 10.22 | | | | 0.92% | | | | 265,514 | | | | 0.55% | | | | 0.55% | | | | 1.74% | | | | 1.74% | | | | 39% | |
| 10.30 | | | | 0.24% | | | | 243,986 | | | | 0.55% | | | | 0.55% | | | | 1.75% | | | | 1.75% | | | | 60% | |
| 10.45 | | | | 3.16% | | | | 209,164 | | | | 0.56% | | | | 0.56% | | | | 2.17% | | | | 2.17% | | | | 66% | |
| 10.33 | | | | 1.91% | | | | 146,318 | | | | 0.57% | | | | 0.57% | | | | 2.71% | | | | 2.71% | | | | 58% | |
| 10.39 | | | | 4.57% | | | | 104,541 | | | | 0.58% | | | | 0.58% | | | | 3.33% | | | | 3.33% | | | | 103% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
5 | Rounds to $0.00 per share. |
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The accompanying notes are an integral part of these financial statements. | | | | 17 |
NOTES TO FINANCIAL STATEMENTS — RS LOW DURATION BOND VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS Low Duration Bond VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations The Fund is responsible for the valuation of portfolio securities. The valuations of debt securities for which quoted bid prices are readily available are valued at the bid price by independent pricing services (each, a “Service”). Debt securities for which quoted bid prices are not readily available are valued by a Service at the evaluated bid price provided by the Service or the bid price provided by an independent broker-dealer.
Other marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ
official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates market value (see Note 4b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable or for which a Service or independent broker-dealer does not provide a valuation are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
NOTES TO FINANCIAL STATEMENTS — RS LOW DURATION BOND VIP SERIES (UNAUDITED)
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. For the six months ended June 30, 2015, the Fund had no securities classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the six months ended June 30, 2015, there were no transfers between Level 1, Level 2 and Level 3.
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, loans, state, municipal and provincial obligations, certain foreign equity securities and commercial paper and other short-term securities valued at amortized cost in accordance with Rule 2a-7 under the 1940 Act.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more
valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities
NOTES TO FINANCIAL STATEMENTS — RS LOW DURATION BOND VIP SERIES (UNAUDITED)
transactions are determined on the basis of specific identification.
d. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss.
e. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
f. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets.
g. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
h. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an investment advisory fee based on the average daily net assets of the Fund at an annual rate of 0.45%.
RS Investments has entered into a Sub-Advisory Agreement as of May 1, 2015 with Park Avenue Institutional Advisers LLC (“Park Avenue”), a wholly-owned subsidiary of GIS. Park Avenue is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees of the Trust and RS Investments. Prior to May 1, 2015, GIS served as the sub-adviser to the Fund pursuant to a Sub-Advisory, Sub-Administration and Accounting Services Agreement. GIS and Park Avenue informed the Trust that there would be no changes in the investment strategies of the Fund or in the portfolio management personnel currently responsible for the day-to-day management of the Fund as a result of the change in sub-adviser. Sub-investment advisory fees paid by RS Investments to Park Avenue and previously to GIS do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
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Ordinary Income |
$4,468,479 |
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net
NOTES TO FINANCIAL STATEMENTS — RS LOW DURATION BOND VIP SERIES (UNAUDITED)
realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
As of December 31, 2014, the Fund made the following reclassifications of permanent book and tax basis differences:
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Paid-in Capital | | Undistributed Net Investment Income | |
$(24,761) | | $ | 24,761 | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
Capital loss carryovers available to the Fund at December 31, 2014 were $1,761,794.
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund elected to defer net capital losses of $28,706.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $279,449,427. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $707,111 and $(2,854,928), respectively, resulting in net unrealized depreciation of $(2,147,817).
Note 4. Investments
a. Investment Purchases and Sales The cost of investments and U.S. government agency obligations purchased and the proceeds from U.S. government agency obligations and other investments sold (excluding short-term investments) for the six months ended June 30, 2015, were as follows:
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| | Other Investments | | | U.S. Government and Agency Obligations | |
Purchases | | $ | 53,750,332 | | | $ | 23,510,226 | |
Sales | | | 37,925,354 | | | | 18,629,048 | |
b. Derivative Instruments and Hedging Activities The following is a summary of the fair valuation of the Fund’s derivative instruments categorized by risk exposure at June 30, 2015.
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Derivative Instrument Type | | Statement of Assets and Liabilities Location | | Amount | |
Financial Futures Contracts | | Net unrealized appreciation on futures contracts* | | $ | 118,806 | |
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| | Net unrealized depreciation on futures contracts* | | | (8,929 | ) |
* | The cumulative appreciation of financial futures contracts is reported in the notes to the Schedule of Investments. Only the daily change in variation margin as of the reporting date is presented in the Statement of Assets and Liabilities. See Note 1d for additional information on futures contracts. |
The following is a summary of the effect of the Fund’s derivative instruments on the Statement of Operations for the six months ended June 30, 2015.
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Derivative Instrument Type | | Location of Gain/ (Loss) on Derivatives Recognized in Income | | Amount | |
Financial Futures Contracts | | Net realized gain from futures contracts | | $ | 129,242 | |
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| | Net change in unrealized appreciation/(depreciation) on futures contracts | | | 148,703 | |
The Fund held an average daily face value of $19,581,768 in long position futures contracts and $(1,939,227) in short position futures contracts for the six months ended June 30, 2015.
The Fund used exchange-traded U.S. Treasury futures to manage interest rate exposure.
The Fund has entered into ISDA Master Agreements (“ISDA Agreements”) with various counterparties, which govern many types of derivatives transactions (the “Transactions”). An ISDA Agreement is a single contract with a counterparty that typically permits multiple Transactions governed by that contract to be net settled upon the designation by the non-defaulting party of an early termination date (the “Early Termination Date”) under such contract upon the occurrence of certain events of default or termination events. Upon the designation of such Early Termination Date, all Transactions governed by the applicable agreement may typically be terminated and a net settlement amount may be calculated. In addition, the Fund may receive and post cash and securities collateral under the ISDA Agreements, subject to the terms of the related credit
NOTES TO FINANCIAL STATEMENTS — RS LOW DURATION BOND VIP SERIES (UNAUDITED)
support agreement. Such credit support agreement grants the non-defaulting party designating the Early Termination Date the right to liquidate the collateral that has been posted to it and apply the proceeds to the calculation of the net settlement amount. As of June 30, 2015, no derivative assets or liabilities are available for offset.
c. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
d. Loans Floating rate loans in which the Fund invests are primarily “senior” loans. Senior floating rate loans typically hold a senior position in the capital structure of the borrower, are typically secured by specific collateral, and have a claim on the assets and/or stock of the borrower that is senior to that held by subordinated debtholders and stockholders of the borrower. While these protections may reduce risk, these investments still present significant credit risk. A significant portion of the Fund’s floating rate investments may be issued in connection with highly leveraged transactions such as leveraged buyouts, leveraged recapitalization loans, and other types of acquisition financing. Obligations in these types of transactions are subject to greater credit risk (including default and bankruptcy) than many other investments and may be, or become, illiquid. See Note 4(g) regarding below investment grade securities.
The Fund may purchase second lien loans (secured loans with a claim on collateral subordinate to a senior lender’s claim on such collateral), fixed rate loans, unsecured loans, and other debt obligations.
Transactions in loans often settle on a delayed basis, and the Fund may not receive the proceeds from the sale of a loan or pay for a loan purchase for a substantial period of time after entering into the transactions.
e. Securities Purchased on a When-Issued or Delayed-Delivery Basis The Fund may purchase securities on a when-issued or delayed-delivery basis, with payment and delivery scheduled for a future date.
These transactions are subject to market fluctuations and are subject to the risk that the value at delivery may be more or less than at the trade date purchase price. Although the Fund will generally enter into these transactions with the intention of taking delivery of the securities, it may sell the securities before the settlement date. Assets will be segregated when a Fund agrees to purchase on a when-issued or delayed-delivery basis. These transactions may create investment leverage.
f. Restricted and Illiquid Securities A restricted security cannot be resold to the general public without prior registration under the Securities Act of 1933 (except pursuant to an applicable exemption). The values of these securities may be highly volatile. If the security is subsequently registered and resold, the issuer would typically bear the expense of all registrations at no cost to the Fund. Restricted and illiquid securities are valued according to the guidelines and procedures adopted by the Trust’s Board of Trustees and are noted, if any, in the Fund’s Schedule of Investments.
g. Below Investment Grade Securities The Fund may invest in below investment grade securities (i.e. lower-quality, “junk” debt), which are subject to various risks. Lower-quality debt is considered to be speculative because it is less certain that the issuer will be able to pay interest or repay the principal than in the case of investment grade debt. These securities can involve a substantially greater risk of default than higher-rated securities, and their values can decline significantly over short periods of time. Lower-quality debt securities tend to be more sensitive to adverse news about their issuers, the market and the economy in general, than higher-quality debt securities. The market for these securities can be less liquid, especially during periods of recession or general market decline.
h. Mortgage- and Asset-Backed Securities The values of some mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Fund to a lower rate of return upon reinvestment of principal. The values of mortgage- and asset-backed securities depend in part on the credit quality and adequacy of the underlying assets or collateral and may fluctuate in response to the market’s perception of these factors as well as current and future repayment rates. Some mortgage-backed securities are backed by the full faith and credit of the U.S. government (e.g., mortgage-backed securities issued by the Government National Mortgage Association, commonly known as “Ginnie Mae”), while other mortgage-backed securities (e.g., mortgage-backed securities issued by the
NOTES TO FINANCIAL STATEMENTS — RS LOW DURATION BOND VIP SERIES (UNAUDITED)
Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation, commonly known as “Fannie Mae” and “Freddie Mac”), are backed only by the credit of the government entity issuing them. In addition, some mortgage-backed securities are issued by private entities and, as such, are not guaranteed by the U.S. government or any agency or instrumentality of the U.S. government.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
For the six months ended June 30, 2015, the Fund did not borrow under the facility.
Note 6. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 7. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of the Sub-Advisory Agreement for the RS Funds
The Boards of Trustees of RS Investment Trust and RS Variable Products Trust (each, a “Trust,” and together, the “Trusts”), including all of the Independent Trustees, met in person on March 4, 2015 to consider the approval of the sub-advisory agreement (the “Sub-Advisory Agreement”) between RS Investment Management Co. LLC (“RS Investments”) and Park Avenue Institutional Advisers LLC (“Park Avenue”), proposed to replace the existing sub-advisory agreement between RS Investments and Guardian Investor Services LLC (“GIS”) with respect to a number of the funds (the “Funds”)1 for a one-year period commencing on its date of execution. Before the meeting, the Independent Trustees met among themselves and with independent counsel to prepare for the meeting. In determining to approve the Sub-Advisory Agreement, the Trustees considered and reviewed all of the information provided to them in connection with this matter by RS Investments, GIS, and Park Avenue prior to and at their March 4, 2015 meeting. In all of their deliberations, the Independent Trustees were advised by independent counsel for the Independent Trustees.
The Trustees considered that all of GIS’s investment advisory activities would be moved to Park Avenue, a new, wholly owned subsidiary of GIS, the prior sub-adviser to the Funds. The Trustees took into consideration that such restructuring would not result in any change in the investment sub-advisory services provided to the Funds, in the personnel providing the services, in the persons overseeing them, or in the investment strategies, processes, or techniques employed by the portfolio managers and other investment professionals in managing the Funds.
The Trustees considered that the Sub-Advisory Agreement with Park Avenue is substantially identical to the Sub-Advisory, Sub-Administration and Accounting Services Agreement between RS Investments and GIS. The Trustees considered that there would be no change in sub-advisory fees paid by RS Investments to Park Avenue for the sub-advisory services to be provided to the Funds. The Trustees noted that the Sub-Advisory
Agreement reflects removal of references to the sub-administration and accounting services that GIS had previously provided to the Funds and that were taken on by RS Investments in late 2007. On the basis of these factors and considerations, the Trustees determined that the services to be provided and the fee to be paid under the Sub-Advisory Agreement appeared reasonable and appropriate.
The Trustees considered the nature and extent of Park Avenue’s compliance program, the qualifications of the firm’s compliance and financial personnel, and the legal and compliance resources otherwise available to the firm. The Trustees noted that all of the compliance policies and procedures previously in place at GIS would be adopted by Park Avenue.
On the basis of these factors, the Boards of Trustees of the Trusts voted unanimously, including the unanimous vote of the Independent Trustees, to approve the Sub-Advisory Agreement, including the sub-advisory fees set forth in the Sub-Advisory Agreement, for a one-year period from its date of execution.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
1 | The Funds are RS Investment Quality Bond Fund, RS Low Duration Bond Fund, RS High Yield Fund, RS Tax-Exempt Fund, RS High Income Municipal Bond Fund, RS Floating Rate Fund, RS Strategic Income Fund, RS Investment Quality Bond VIP Series, RS Low Duration Bond VIP Series, RS High Yield VIP Series, and RS S&P 500 Index VIP Series. |
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
RS VARIABLE
PRODUCTS TRUST
RS HIGH YIELD VIP SERIES
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NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE | | |
TABLE OF CONTENTS
RS Funds are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the RS Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at www.rsinvestments.com/VIP.htm or to obtain a printed copy, call 800.221.3253.
As with all mutual funds, the value of an investment in the Fund could decline, in which case you could lose money.
Except as otherwise specifically stated, all information, including portfolio security positions, is as of June 30, 2015.
UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)
By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2015, to June 30, 2015. The table below shows the Fund’s expenses in two ways:
Expenses based on actual return
This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Expenses based on hypothetical 5% return for comparison purposes
This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.
| | | | | | | | | | | | | | |
| | Beginning Account Value 1/1/15 | | Ending Account Value 6/30/15 | | | Expenses Paid During Period* 1/1/15-6/30/15 | | | Expense Ratio During Period 1/1/15-6/30/15 | |
Based on Actual Return | | $1,000.00 | | | $1,034.80 | | | | $4.34 | | | | 0.86% | |
Based on Hypothetical Return (5% Return Before Expenses) | | $1,000.00 | | | $1,020.53 | | | | $4.31 | | | | 0.86% | |
* | Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
SCHEDULE OF INVESTMENTS — RS HIGH YIELD VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Senior Secured Loans – 24.9% | |
Cable Satellite – 1.4% | |
Grande Communications Holdings Term Loan B 4.50% due 5/31/2020(1) | | $ | 592,453 | | | $ | 588,383 | |
| | | | | | | | |
| | | | | | | 588,383 | |
Healthcare – 3.3% | |
ADMI Corp. 2015 Term Loan B 5.50% due 4/30/2022(1) | | | 300,000 | | | | 300,750 | |
Connolly Corp. 2nd Lien Term Loan 8.00% due 5/14/2022(1) | | | 500,000 | | | | 501,250 | |
Phillips-Medisize Corp. 2nd Lien Term Loan 8.25% due 6/16/2022(1) | | | 650,000 | | | | 647,562 | |
| | | | | | | | |
| | | | | | | 1,449,562 | |
Independent Energy – 1.1% | |
Chief Exploration & Development LLC 2nd Lien Term Loan 7.50% due 5/12/2021(1) | | | 500,000 | | | | 469,000 | |
| | | | | | | | |
| | | | | | | 469,000 | |
Industrial - Other – 1.1% | |
Gates Global, Inc. Term Loan B 4.25% due 7/5/2021(1) | | | 496,872 | | | | 488,798 | |
| | | | | | | | |
| | | | | | | 488,798 | |
Insurance: Property - Casualty – 1.1% | |
USI, Inc. Term Loan B 4.25% due 12/27/2019(1) | | | 493,719 | | | | 492,692 | |
| | | | | | | | |
| | | | | | | 492,692 | |
Media - Entertainment – 2.7% | |
Deluxe Entertainment Services Group, Inc. Term Loan 2014 6.50% due 2/28/2020(1) | | | 469,270 | | | | 452,062 | |
Getty Images, Inc. Term Loan B 4.75% due 10/18/2019(1) | | | 98,721 | | | | 72,930 | |
William Morris Endeavor Entertainment LLC 2nd Lien Term Loan 8.25% due 5/1/2022(1) | | | 650,000 | | | | 631,040 | |
| | | | | | | | |
| | | | | | | 1,156,032 | |
Oil Field Services – 2.3% | |
Caelus Energy Alaska O3 LLC 2nd Lien Term Loan 8.75% due 4/15/2020(1) | | | 400,000 | | | | 324,000 | |
Drillships Financing Holding, Inc. Term Loan B1 6.00% due 3/31/2021(1) | | | 512,947 | | | | 417,195 | |
Floatel International Ltd. USD Term Loan B 6.00% due 6/27/2020(1) | | | 294,255 | | | | 232,462 | |
| | | | | | | | |
| | | | | | | 973,657 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Restaurants – 1.3% | | | | | | | | |
B.C. Unlimited Liability Co. 2015 Term Loan B 3.75% due 12/10/2021(1) | | $ | 569,234 | | | $ | 568,442 | |
| | | | | | | | |
| | | | | | | 568,442 | |
Retailers – 1.7% | |
The Neiman Marcus Group, Inc. 2020 Term Loan 4.25% due 10/25/2020(1) | | | 745,600 | | | | 740,477 | |
| | | | | | | | |
| | | | | | | 740,477 | |
Technology – 8.9% | |
AF Borrower LLC 2nd Lien Term Loan 10.00% due 1/28/2023(1) | | | 500,000 | | | | 498,335 | |
Air Newco LLC USD 2nd Lien Term Loan 10.50% due 3/20/2023(1) | | | 500,000 | | | | 485,000 | |
Avaya, Inc. Term Loan B7 6.25% due 4/16/2020(1) | | | 492,683 | | | | 475,617 | |
Interactive Data Corp. 2014 Term Loan 4.75% due 5/2/2021(1) | | | 643,500 | | | | 645,109 | |
ION Trading Technologies S.a.r.l. New 2nd Lien Term Loan 7.25% due 6/10/2022(1) | | | 650,000 | | | | 648,375 | |
Regit Eins GmbH USD 2nd Lien Term Loan 9.50% due 7/8/2021(1) | | | 650,000 | | | | 637,000 | |
Renaissance Learning, Inc. New 2nd Lien Term Loan 8.00% due 4/11/2022(1) | | | 500,000 | | | | 487,915 | |
| | | | | | | | |
| | | | | | | 3,877,351 | |
Total Senior Secured Loans (Cost $11,099,690) | | | | 10,804,394 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Corporate Bonds – 70.2% | |
Aerospace & Defense – 4.4% | |
Bombardier, Inc. 5.50% due 9/15/2018(2) | | | 200,000 | | | | 198,000 | |
Sr. Nt. 7.50% due 3/15/2025(2) | | | 600,000 | | | | 544,500 | |
DAE Aviation Holdings, Inc. Sr. Nt. 10.00% due 7/15/2023(2) | | | 500,000 | | | | 493,250 | |
KLX, Inc. 5.875% due 12/1/2022(2) | | | 650,000 | | | | 656,428 | |
| | | | | | | | |
| | | | | | | 1,892,178 | |
Building Materials – 2.8% | |
NCI Building Systems, Inc. 8.25% due 1/15/2023(2) | | | 500,000 | | | | 532,500 | |
RSI Home Products, Inc. Sec. Nt. 6.50% due 3/15/2023(2) | | | 600,000 | | | | 604,500 | |
| | | | | | | | |
| | | | |
4 | | | | The accompanying notes are an integral part of these financial statements. |
RS HIGH YIELD VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Building Materials (continued) | | | | | | | | |
Summit Materials LLC Sr. Nt. 6.125% due 7/15/2023(2) | | $ | 75,000 | | | $ | 75,000 | |
| | | | | | | | |
| | | | | | | 1,212,000 | |
Cable Satellite – 3.8% | |
Cablevision Systems Corp. Sr. Nt. 5.875% due 9/15/2022 | | | 200,000 | | | | 194,000 | |
CSC Holdings LLC Sr. Nt. 5.25% due 6/1/2024 | | | 500,000 | | | | 480,000 | |
DISH DBS Corp. 5.875% due 11/15/2024 | | | 500,000 | | | | 480,313 | |
Intelsat Luxembourg S.A. 8.125% due 6/1/2023 | | | 600,000 | | | | 498,000 | |
| | | | | | | | |
| | | | | | | 1,652,313 | |
Chemicals – 1.0% | |
Hexion, Inc. Sr. Sec. Nt. 8.875% due 2/1/2018 | | | 500,000 | | | | 451,250 | |
| | | | | | | | |
| | | | | | | 451,250 | |
Construction Machinery – 1.1% | |
Ahern Rentals, Inc. Sec. Nt. 7.375% due 5/15/2023(2) | | | 500,000 | | | | 493,750 | |
| | | | | | | | |
| | | | | | | 493,750 | |
Consumer Cyclical Services – 1.7% | |
Monitronics International, Inc. 9.125% due 4/1/2020(3) | | | 750,000 | | | | 723,750 | |
| | | | | | | | |
| | | | | | | 723,750 | |
Electric – 4.6% | |
Calpine Corp. Sr. Sec. Nt. 5.875% due 1/15/2024(2) | | | 600,000 | | | | 634,500 | |
DPL, Inc. Sr. Nt. 7.25% due 10/15/2021(3) | | | 700,000 | | | | 738,500 | |
GenOn Energy, Inc. Sr. Nt. 9.50% due 10/15/2018 | | | 600,000 | | | | 612,000 | |
| | | | | | | | |
| | | | | | | 1,985,000 | |
Food And Beverage – 2.5% | |
FAGE Dairy Industry S.A. 9.875% due 2/1/2020(2) | | | 500,000 | | | | 521,250 | |
Post Holdings, Inc. 6.00% due 12/15/2022(2) | | | 600,000 | | | | 577,500 | |
| | | | | | | | |
| | | | | | | 1,098,750 | |
Gaming – 4.2% | |
Boyd Gaming Corp. 9.00% due 7/1/2020 | | | 700,000 | | | | 759,500 | |
Golden Nugget Escrow, Inc. Sr. Nt. 8.50% due 12/1/2021(2)(3) | | | 600,000 | | | | 621,000 | |
| | | | | | | | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Gaming (continued) | |
Scientific Games International, Inc. 6.625% due 5/15/2021 | | $ | 600,000 | | | $ | 465,000 | |
| | | | | | | | |
| | | | | | | 1,845,500 | |
Government Related – 1.7% | |
CITGO Petroleum Corp. Sr. Sec. Nt. 6.25% due 8/15/2022(2) | | | 750,000 | | | | 736,875 | |
| | | | | | | | |
| | | | | | | 736,875 | |
Healthcare – 4.5% | |
Kindred Healthcare, Inc. 8.00% due 1/15/2020(2) | | | 700,000 | | | | 749,000 | |
Tenet Healthcare Corp. Sr. Nt. 8.125% due 4/1/2022 | | | 600,000 | | | | 656,100 | |
Universal Hospital Services, Inc. Sec. Nt. 7.625% due 8/15/2020 | | | 600,000 | | | | 555,000 | |
| | | | | | | | |
| | | | | | | 1,960,100 | |
Home Construction – 3.7% | |
K Hovnanian Enterprises, Inc. 8.00% due 11/1/2019(2) | | | 250,000 | | | | 231,250 | |
WCI Communities, Inc. 6.875% due 8/15/2021 | | | 800,000 | | | | 826,000 | |
Woodside Homes Co. LLC 6.75% due 12/15/2021(2)(3) | | | 600,000 | | | | 567,000 | |
| | | | | | | | |
| | | | | | | 1,624,250 | |
Independent Energy – 8.2% | |
Clayton Williams Energy, Inc. 7.75% due 4/1/2019 | | | 500,000 | | | | 475,000 | |
Denbury Resources, Inc. 5.50% due 5/1/2022 | | | 500,000 | | | | 446,250 | |
Energy XXI Gulf Coast, Inc. Sec. Nt. 11.00% due 3/15/2020(2) | | | 500,000 | | | | 437,500 | |
EV Energy Partners LP 8.00% due 4/15/2019 | | | 360,000 | | | | 334,800 | |
Halcon Resources Corp. Sec. Nt. 8.625% due 2/1/2020(2) | | | 500,000 | | | | 493,750 | |
Jupiter Resources, Inc. Sr. Nt. 8.50% due 10/1/2022(2) | | | 500,000 | | | | 418,750 | |
Linn Energy LLC 7.75% due 2/1/2021 | | | 500,000 | | | | 388,750 | |
Sanchez Energy Corp. 6.125% due 1/15/2023 | | | 610,000 | | | | 545,950 | |
| | | | | | | | |
| | | | | | | 3,540,750 | |
Insurance: Property - Casualty – 1.1% | |
Hub Holdings LLC Sr. Nt. 8.125% due 7/15/2019(2)(4) | | | 500,000 | | | | 497,500 | |
| | | | | | | | |
| | | | | | | 497,500 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 5 |
SCHEDULE OF INVESTMENTS — RS HIGH YIELD VIP SERIES
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Media - Entertainment – 6.0% | |
AMC Networks, Inc. 4.75% due 12/15/2022 | | $ | 600,000 | | | $ | 600,000 | |
Netflix, Inc. Sr. Nt. 5.75% due 3/1/2024 | | | 600,000 | | | | 616,500 | |
Sinclair Television Group, Inc. 5.625% due 8/1/2024(2) | | | 450,000 | | | | 439,875 | |
Tribune Media Co. 5.875% due 7/15/2022(2) | | | 300,000 | | | | 302,250 | |
Univision Communications, Inc. Sr. Sec. Nt. 6.75% due 9/15/2022(2)(3) | | | 607,000 | | | | 641,902 | |
| | | | | | | | |
| | | | | | | 2,600,527 | |
Paper – 1.3% | | | | | | | | |
Millar Western Forest Products Ltd. Sr. Nt. 8.50% due 4/1/2021 | | | 600,000 | | | | 577,500 | |
| | | | | | | | |
| | | | | | | 577,500 | |
Pharmaceuticals – 1.2% | |
JLL/Delta Dutch Pledgeco B.V. Sr. Nt. 8.75% due 5/1/2020(2)(4) | | | 500,000 | | | | 507,500 | |
| | | | | | | | |
| | | | | | | 507,500 | |
Refining – 1.8% | |
Calumet Specialty Products Partners LP 7.625% due 1/15/2022(3) | | | 750,000 | | | | 765,000 | |
| | | | | | | | |
| | | | | | | 765,000 | |
Retailers – 1.1% | |
Argos Merger Sub, Inc. Sr. Nt. 7.125% due 3/15/2023(2) | | | 450,000 | | | | 471,375 | |
| | | | | | | | |
| | | | | | | 471,375 | |
Supermarkets – 1.0% | |
Tops Holding LLC Sr. Sec. Nt. 8.00% due 6/15/2022(2) | | | 450,000 | | | | 450,563 | |
| | | | | | | | |
| | | | | | | 450,563 | |
Technology – 5.9% | |
Advanced Micro Devices, Inc. Sr. Nt. 7.00% due 7/1/2024 | | | 600,000 | | | | 507,000 | |
Avaya, Inc. Sec. Nt. 10.50% due 3/1/2021(2) | | | 420,000 | | | | 346,500 | |
Blue Coat Holdings, Inc. Sr. Nt. 8.375% due 6/1/2023(2) | | | 500,000 | | | | 508,750 | |
First Data Corp. 12.625% due 1/15/2021(3) | | | 600,000 | | | | 693,000 | |
Infor U.S., Inc. 6.50% due 5/15/2022(2) | | | 500,000 | | | | 508,750 | |
| | | | | | | | |
| | | | | | | 2,564,000 | |
| | | | | | | | |
June 30, 2015 (unaudited) | | Principal Amount | | | Value | |
Wireless – 2.4% | |
SBA Communications Corp. Sr. Nt. 4.875% due 7/15/2022 | | $ | 500,000 | | | $ | 486,875 | |
Sprint Corp. 7.125% due 6/15/2024 | | | 600,000 | | | | 556,560 | |
| | | | | | | | |
| | | | | | | 1,043,435 | |
Wirelines – 4.2% | |
Communications Sales & Leasing, Inc. 8.25% due 10/15/2023(2) | | | 600,000 | | | | 589,500 | |
EarthLink Holdings Corp. Sr. Sec. Nt. 7.375% due 6/1/2020 | | | 250,000 | | | | 260,000 | |
8.875% due 5/15/2019 | | | 372,000 | | | | 387,810 | |
Windstream Services LLC 6.375% due 8/1/2023 | | | 700,000 | | | | 569,625 | |
| | | | | | | | |
| | | | | | | 1,806,935 | |
Total Corporate Bonds (Cost $31,294,135) | | | | 30,500,801 | |
| | | | | | | | |
| | Shares | | | Value | |
Convertible Preferred Stocks – 0.6% | |
Wirelines – 0.6% | |
Frontier Communications Corp. Series A, 11.125% | | | 2,500 | | | | 249,750 | |
| | | | | | | | |
Total Convertible Preferred Stocks (Cost $250,000) | | | | 249,750 | |
| | | | | | | | |
| | Principal Amount | | | Value | |
Repurchase Agreements – 6.0% | |
| | |
Fixed Income Clearing Corp. Repurchase Agreement, 0.00%, dated 6/30/2015, maturity value of $2,602,000, due 7/1/2015(5) | | $ | 2,602,000 | | | | 2,602,000 | |
Total Repurchase Agreements (Cost $2,602,000) | | | | 2,602,000 | |
Total Investments - 101.7% (Cost $45,245,825) | | | | 44,156,945 | |
Other Liabilities, Net - (1.7)% | | | | (716,845 | ) |
Total Net Assets - 100.0% | | | $ | 43,440,100 | |
(1) | Variable rate security. The rate shown is the rate in effect at June 30, 2015. |
(2) | Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, normally to certain qualified buyers. At June 30, 2015, the aggregate market value of these securities amounted to $14,850,768, representing 34.2% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees. |
| | | | |
6 | | | | The accompanying notes are an integral part of these financial statements. |
RS HIGH YIELD VIP SERIES
(3) | Securities are segregated to cover anticipated or existing derivative positions. |
(4) | Payment-in-kind security, for which interest payments may be made in additional principal ranging from 0% to 100% of the full stated interest rate. As of June 30, 2015, interest payments had been made in cash. |
(5) | The table below presents collateral for repurchase agreements. |
| | | | | | | | | | | | |
Security | | Coupon | | | Maturity Date | | | Value | |
U.S. Treasury Note | | | 2.125% | | | | 1/31/2021 | | | $ | 2,655,964 | |
The following is a summary of the inputs used as of June 30, 2015, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 1a of the accompanying Notes to Financial Statements.
| | | | | | | | | | | | | | | | |
| | Valuation Inputs | | | | |
Investments in Securities (unaudited) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Senior Secured Loans | | $ | — | | | $ | 10,804,394 | | | $ | — | | | $ | 10,804,394 | |
Corporate Bonds | | | — | | | | 30,500,801 | | | | — | | | | 30,500,801 | |
Convertible Preferred Stocks | | | 249,750 | | | | — | | | | — | | | | 249,750 | |
Repurchase Agreements | | | — | | | | 2,602,000 | | | | — | | | | 2,602,000 | |
Total | | $ | 249,750 | | | $ | 43,907,195 | | | $ | — | | | $ | 44,156,945 | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 7 |
FINANCIAL INFORMATION — RS HIGH YIELD VIP SERIES
| | | | |
Statement of Assets and Liabilities As of June 30, 2015 (unaudited) | |
Assets | | | | |
Investments, at value | | $ | 44,156,945 | |
Cash | | | 49,981 | |
Interest receivable | | | 684,810 | |
Receivable for investments sold | | | 452,750 | |
Receivable for fund shares subscribed | | | 8,416 | |
Prepaid expenses | | | 842 | |
| | | | |
Total Assets | | | 45,353,744 | |
| | | | |
| |
Liabilities | | | | |
Payable for investments purchased | | | 1,781,424 | |
Payable for fund shares redeemed | | | 80,874 | |
Payable to adviser | | | 21,768 | |
Accrued trustees’ fees | | | 691 | |
Accrued expenses/other liabilities | | | 28,887 | |
| | | | |
Total Liabilities | | | 1,913,644 | |
| | | | |
Total Net Assets | | $ | 43,440,100 | |
| | | | |
| |
Net Assets Consist of: | | | | |
Paid-in capital | | $ | 45,464,552 | |
Accumulated undistributed net investment income | | | 1,338,580 | |
Accumulated net realized loss from investments | | | (2,274,152 | ) |
Net unrealized depreciation on investments | | | (1,088,880 | ) |
| | | | |
Total Net Assets | | $ | 43,440,100 | |
| | | | |
Investments, at Cost | | $ | 45,245,825 | |
| | | | |
| |
Pricing of Shares | | | | |
Shares of Beneficial Interest Outstanding with No Par Value | | | 6,082,298 | |
Net Asset Value Per Share | | | $7.14 | |
| | | | |
| | | | |
Statement of Operations For the Six-Month Period Ended June 30, 2015 (unaudited) | |
Investment Income | | | | |
Interest | | $ | 1,529,401 | |
| | | | |
Total Investment Income | | | 1,529,401 | |
| | | | |
| |
Expenses | | | | |
Investment advisory fees | | | 132,968 | |
Custodian fees | | | 24,941 | |
Professional fees | | | 11,841 | |
Transfer agent fees | | | 9,830 | |
Shareholder reports | | | 4,508 | |
Administrative service fees | | | 3,709 | |
Trustees’ fees | | | 1,404 | |
Other expenses | | | 1,620 | |
| | | | |
Total Expenses | | | 190,821 | |
| | | | |
Net Investment Income | | | 1,338,580 | |
| | | | |
| |
Realized Gain/(Loss) and Change in Unrealized Appreciation/Depreciation on Investments | | | | |
Net realized loss from investments | | | (2,089,956 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 2,291,374 | |
| | | | |
Net Gain on Investments | | | 201,418 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 1,539,998 | |
| | | | |
| | | | |
| | | | |
8 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS HIGH YIELD VIP SERIES
| | | | | | | | |
Statements of Changes in Net Assets Six-Months-Ended Numbers are unaudited | | | | | | |
| | |
| | For the Six Months Ended 6/30/15 | | | For the Year Ended 12/31/14 | |
| | | |
Operations | | | | |
Net investment income | | $ | 1,338,580 | | | $ | 2,877,232 | |
Net realized gain/(loss) from investments | | | (2,089,956 | ) | | | 2,876,153 | |
Net change in unrealized appreciation/depreciation on investments | | | 2,291,374 | | | | (5,843,378 | ) |
| | | | | | | | |
Net Increase/(Decrease) in Net Assets Resulting from Operations | | | 1,539,998 | | | | (89,993 | ) |
| | | | | | | | |
| | |
Distributions to Shareholders | | | | | | | | |
Net investment income | | | — | | | | (3,071,047 | ) |
Net realized gain on investments | | | — | | | | (1,202,349 | ) |
| | | | | | | | |
Total Distributions | | | — | | | | (4,273,396 | ) |
| | | | | | | | |
| | |
Capital Share Transactions | | | | | | | | |
Proceeds from sales of shares | | | 1,520,402 | | | | 5,648,566 | |
Reinvestment of distributions | | | — | | | | 4,273,396 | |
Cost of shares redeemed | | | (4,153,617 | ) | | | (23,404,192 | ) |
| | | | | | | | |
Net Decrease in Net Assets Resulting from Capital Share Transactions | | | (2,633,215 | ) | | | (13,482,230 | ) |
| | | | | | | | |
Net Decrease in Net Assets | | | (1,093,217 | ) | | | (17,845,619 | ) |
| | | | | | | | |
| | |
Net Assets | | | | | | | | |
Beginning of period | | | 44,533,317 | | | | 62,378,936 | |
| | | | | | | | |
End of period | | $ | 43,440,100 | | | $ | 44,533,317 | |
| | | | | | | | |
Accumulated Undistributed Net Investment Income Included in Net Assets | | $ | 1,338,580 | | | $ | — | |
| | | | | | | | |
| | |
Other Information: | | | | | | | | |
Shares | | | | | | | | |
Sold | | | 216,887 | | | | 714,373 | |
Reinvested | | | — | | | | 622,944 | |
Redeemed | | | (586,970 | ) | | | (2,985,811 | ) |
| | | | | | | | |
Net Decrease | | | (370,083 | ) | | | (1,648,494 | ) |
| | | | | | | | |
| | | | | | | | |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 9 |
FINANCIAL INFORMATION — RS HIGH YIELD VIP SERIES
The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past six reporting periods. Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all distributions).
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Financial Highlights Six-Months-Ended Numbers are unaudited | |
| | Net Asset Value, Beginning of Period | | | Net Investment Income | | | Net Realized and Unrealized Gain/(Loss) | | | Total Operations | | | Distributions From Net Investment Income | | | Distributions From Net Realized Capital Gains | | | Total Distributions | |
Six Months Ended 6/30/151 | | $ | 6.90 | | | $ | 0.212 | | | $ | 0.03 | | | $ | 0.24 | | | $ | — | | | $ | — | | | $ | — | |
Year Ended 12/31/14 | | | 7.70 | | | | 0.50 | | | | (0.56 | ) | | | (0.06 | ) | | | (0.53 | ) | | | (0.21 | ) | | | (0.74 | ) |
Year Ended 12/31/13 | | | 7.71 | | | | 0.54 | | | | (0.01 | ) | | | 0.53 | | | | (0.54 | ) | | | — | | | | (0.54 | ) |
Year Ended 12/31/12 | | | 7.19 | | | | 0.53 | | | | 0.52 | | | | 1.05 | | | | (0.53 | ) | | | — | | | | (0.53 | ) |
Year Ended 12/31/11 | | | 7.51 | | | | 0.63 | | | | (0.32 | ) | | | 0.31 | | | | (0.63 | ) | | | — | | | | (0.63 | ) |
Year Ended 12/31/10 | | | 7.20 | | | | 0.67 | | | | 0.31 | | | | 0.98 | | | | (0.67 | ) | | | — | | | | (0.67 | ) |
| | | | |
10 | | | | The accompanying notes are an integral part of these financial statements. |
FINANCIAL INFORMATION — RS HIGH YIELD VIP SERIES
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | | Total Return3 | | | Net Assets, End of Period (000s) | | | Net Ratio of Expenses to Average Net Assets4 | | | Gross Ratio of Expenses to Average Net Assets | | | Net Ratio of Net Investment Income to Average Net Assets4 | | | Gross Ratio of Net Investment Income to Average Net Assets | | | Portfolio Turnover Rate | |
$ | 7.14 | | | | 3.48% | | | $ | 43,440 | | | | 0.86% | | | | 0.86% | | | | 6.04% | | | | 6.04% | | | | 105% | |
| 6.90 | | | | (0.84)% | | | | 44,533 | | | | 0.82% | | | | 0.82% | | | | 5.68% | | | | 5.68% | | | | 212% | |
| 7.70 | | | | 6.94% | | | | 62,379 | | | | 0.74% | | | | 0.74% | | | | 5.90% | | | | 5.90% | | | | 92% | |
| 7.71 | | | | 14.57% | | | | 72,372 | | | | 0.76% | | | | 0.76% | | | | 6.56% | | | | 6.56% | | | | 91% | |
| 7.19 | | | | 4.19% | | | | 67,455 | | | | 0.74% | | | | 0.74% | | | | 7.22% | | | | 7.22% | | | | 92% | |
| 7.51 | | | | 13.72% | | | | 79,078 | | | | 0.74% | | | | 0.74% | | | | 7.85% | | | | 7.85% | | | | 99% | |
Distributions reflect actual per-share amounts distributed for the period.
1 | Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. |
2 | Calculated based on the average shares outstanding during the period. |
3 | Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown. |
4 | Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations and exclude the effect of custody credits, if applicable. |
| | | | |
The accompanying notes are an integral part of these financial statements. | | | | 11 |
NOTES TO FINANCIAL STATEMENTS — RS HIGH YIELD VIP SERIES (UNAUDITED)
June 30, 2015 (unaudited)
RS Variable Products Trust (the “Trust”), a Massachusetts business trust organized on May 18, 2006, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eight series. RS High Yield VIP Series (the “Fund”) is a series of the Trust. The Fund is a diversified fund. The financial statements for the other remaining series of the Trust are presented in separate reports.
The Fund has authorized an unlimited number of shares of beneficial interest with no par value. The Fund currently offers only Class I shares. Shares are bought and sold at closing net asset value (“NAV”). Class I shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity and variable life insurance contracts issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).
Note 1. Significant Accounting Policies
The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.
a. Investment Valuations The Fund is responsible for the valuation of portfolio securities. The valuations of debt securities for which quoted bid prices are readily available are valued at the bid price by independent pricing services (each, a “Service”). Debt securities for which quoted bid prices are not readily available are valued by a Service at the evaluated bid price provided by the Service or the bid price provided by an independent broker-dealer.
Other marketable securities are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ Stock Market, LLC (“NASDAQ”) are generally valued at the NASDAQ official closing price, which may not be the last sale
price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices . Repurchase agreements are carried at cost, which approximates market value (see Note 4b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).
Securities for which market quotations are not readily available or for which market quotations may be considered unreliable or for which a Service or independent broker-dealer does not provide a valuation are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Trust’s Board of Trustees.
Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees.
In accordance with FASB Accounting Standards Codification Topic 820 (“ASC Topic 820”), fair value is defined as the price that the Fund would receive upon selling an investment in an “arm’s length” transaction to a willing buyer in the principal or most advantageous market for the investment. ASC Topic 820 established a hierarchy for classification of fair value measurements for disclosure purposes. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The hierarchy of inputs is summarized in the three broad levels listed below.
• | | Level 1 — unadjusted quoted prices in active markets for identical investments |
• | | Level 2 — inputs other than unadjusted quoted prices that are observable either directly or indirectly (including adjusted quoted prices for similar investments, interest rates, prepayment speeds, credit risks, etc.) |
• | | Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
NOTES TO FINANCIAL STATEMENTS — RS HIGH YIELD VIP SERIES (UNAUDITED)
Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A security’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an investment’s assigned level within the hierarchy.
The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis. For the six months ended June 30, 2015, the Fund had no securities classified as Level 3.
The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the six months ended June 30, 2015, there were no transfers between Level 1, Level 2 and Level 3.
In determining a security’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures).
Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities.
Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, loans, state, municipal and provincial obligations, certain foreign equity securities and commercial paper and other short-term securities valued at amortized cost in accordance with Rule 2a-7 under the 1940 Act.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more
valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations.
Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2.
b. Taxes The Fund intends to continue complying with the requirements of the Internal Revenue Code to qualify as a regulated investment company and to distribute substantially all net investment income and realized net capital gains, if any, to shareholders. Therefore, the Fund does not expect to be subject to income tax, and no provision for such tax has been made.
From time to time, however, the Fund may choose to pay an excise tax if the cost of making the required distribution exceeds the amount of the excise tax.
As of June 30, 2015, the Trust has reviewed the tax positions for open periods, as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements. The Trust is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax positions as income tax expense in the Statement of Operations. For the six months ended June 30, 2015, the Fund did not incur any such interest or penalties. The Fund is not subject to examination by U.S. federal tax authorities for tax years before 2011 and by state authorities for tax years before 2010.
c. Securities Transactions Securities transactions are accounted for on the date securities are purchased or
NOTES TO FINANCIAL STATEMENTS — RS HIGH YIELD VIP SERIES (UNAUDITED)
sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.
d. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss.
e. Investment Income Dividend income is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is accrued and recorded daily.
f. Expenses Many expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets.
g. Distributions to Shareholders The Fund intends to declare and distribute substantially all net investment income, if any, at least once a year. Distributions of net realized capital gains, if any, are declared and paid at least once a year. Unless the Fund is instructed otherwise, all distributions to shareholders are credited in the form of additional shares of the Fund at the net asset value, recorded on the ex-dividend date.
h. Capital Accounts Due to the timing of dividend distributions and the differences in accounting for income and realized gains/(losses) for financial statement purposes versus federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains/(losses) were recorded by the Fund.
Note 2. Transactions with Affiliates
a. Advisory Fee Under the terms of the advisory agreement, which is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to RS Investment Management Co. LLC (“RS Investments”). Guardian Investor Services LLC (“GIS”), a subsidiary of Guardian Life, holds a majority interest in RS Investments. RS Investments receives an
investment advisory fee based on the average daily net assets of the Fund at an annual rate of 0.60%.
RS Investments has entered into a Sub-Advisory Agreement as of May 1, 2015 with Park Avenue Institutional Advisers LLC (“Park Avenue”), a wholly-owned subsidiary of GIS. Park Avenue is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees of the Trust and RS Investments. Prior to May 1, 2015, GIS served as the sub-adviser to the Fund pursuant to a Sub-Advisory, Sub-Administration and Accounting Services Agreement. GIS and Park Avenue informed the Trust that there would be no changes in the investment strategies of the Fund or in the portfolio management personnel currently responsible for the day-to-day management of the Fund as a result of the change in sub-adviser. Sub-investment advisory fees paid by RS Investments to Park Avenue and previously to GIS do not represent a separate or additional expense to the Fund.
b. Compensation of Trustees and Officers Trustees and officers of the Trust who are interested persons, as defined in the 1940 Act, of RS Investments receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of RS Investments receive compensation and reimbursement of expenses from the Trust.
c. Principal Underwriter RS Funds Distributor LLC (“RSFD”), a wholly owned subsidiary of RS Investments, is the principal underwriter of the Fund shares. The Trust has entered into a distribution agreement with RSFD, which governs the sale and distribution of shares of the Fund. RSFD receives no compensation from the Trust or from purchasers of the Fund shares for acting as distributor of the Class I shares.
Note 3. Federal Income Taxes
a. Distributions to Shareholders The tax character of distributions paid to shareholders during the year ended December 31, 2014, which is the most recently completed tax year, was as follows:
| | | | | | |
Ordinary Income | | | Long-Term Capital Gains | |
| $3,071,530 | | | $ | 1,201,866 | |
Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences, and differing characterizations of distributions made by the Fund.
NOTES TO FINANCIAL STATEMENTS — RS HIGH YIELD VIP SERIES (UNAUDITED)
Permanent book and tax basis differences will result in reclassifications to paid-in capital, undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions. Undistributed net investment income and accumulated undistributed net realized gain/(loss) on investments and foreign currency transactions may include temporary book and tax differences, which will reverse in a subsequent period.
As of December 31, 2014, the Fund made the following reclassifications of permanent book and tax basis differences:
| | | | | | | | | | |
Paid-in-Capital | | | Undistributed Net Investment Income | | | Accumulated Net Realized Loss | |
| $(194,923) | | | $ | 193,815 | | | $ | 1,108 | |
During any particular year, net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed and, therefore, are normally distributed to shareholders annually.
During the year ended December 31, 2014, the Fund utilized $1,826,208 of capital loss carryovers.
In determining its taxable income, current tax law permits the Fund to elect to treat all or a portion of any net capital or currency loss realized after October 31 as occurring on the first day of the following fiscal year. For the year ended December 31, 2014, the Fund elected to defer net capital losses of $184,200.
b. Tax Basis of Investments The cost of investments for federal income tax purposes at June 30, 2015, was $45,245,825. The gross unrealized appreciation and depreciation on investments, on a tax basis, at June 30, 2015, aggregated $306,648 and $(1,395,528), respectively, resulting in net unrealized depreciation of $(1,088,880).
Note 4. Investments
a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $45,061,891 and $44,077,875, respectively, for the six months ended June 30, 2015.
b. Repurchase Agreements The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon)
and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller.
c. Loans Floating rate loans in which the Fund invests are primarily “senior” loans. Senior floating rate loans typically hold a senior position in the capital structure of the borrower, are typically secured by specific collateral, and have a claim on the assets and/or stock of the borrower that is senior to that held by subordinated debtholders and stockholders of the borrower. While these protections may reduce risk, these investments still present significant credit risk. A significant portion of the Fund’s floating rate investments may be issued in connection with highly leveraged transactions such as leveraged buyouts, leveraged recapitalization loans, and other types of acquisition financing. Obligations in these types of transactions are subject to greater credit risk (including default and bankruptcy) than many other investments and may be, or become, illiquid. See Note 4(g) regarding below investment grade securities.
The Fund may purchase second lien loans (secured loans with a claim on collateral subordinate to a senior lender’s claim on such collateral), fixed rate loans, unsecured loans, and other debt obligations.
Transactions in loans often settle on a delayed basis, and the Fund may not receive the proceeds from the sale of a loan or pay for a loan purchase for a substantial period of time after entering into the transactions.
d. Payment-In-Kind Securities The Fund may invest in payment-in-kind securities. Payment-in-kind securities give the issuer the option at each interest payment date to pay all or a portion of their interest or dividends in the form of additional securities. Those additional debt securities usually have the same terms, including maturity dates and interest rates, and associated risks as the original bonds.
e. Restricted and Illiquid Securities A restricted security cannot be resold to the general public without prior registration under the Securities Act of 1933 (except pursuant to an applicable exemption). The values of these securities may be highly volatile. If the security is subsequently registered and resold, the issuer would typically bear the expense of all registrations at no cost to
NOTES TO FINANCIAL STATEMENTS — RS HIGH YIELD VIP SERIES (UNAUDITED)
the Fund. Restricted and illiquid securities are valued according to the guidelines and procedures adopted by the Trust’s Board of Trustees and are noted, if any, in the Fund’s Schedule of Investments.
f. Below Investment Grade Securities The Fund may invest in below investment grade securities (i.e. lower-quality, “junk” debt), which are subject to various risks. Lower-quality debt is considered to be speculative because it is less certain that the issuer will be able to pay interest or repay the principal than in the case of investment grade debt. These securities can involve a substantially greater risk of default than higher-rated securities, and their values can decline significantly over short periods of time. Lower-quality debt securities tend to be more sensitive to adverse news about their issuers, the market and the economy in general, than higher-quality debt securities. The market for these securities can be less liquid, especially during periods of recession or general market decline.
g. Mortgage- and Asset-Backed Securities The values of some mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Fund to a lower rate of return upon reinvestment of principal. The values of mortgage- and asset-backed securities depend in part on the credit quality and adequacy of the underlying assets or collateral and may fluctuate in response to the market’s perception of these factors as well as current and future repayment rates. Some mortgage-backed securities are backed by the full faith and credit of the U.S. government (e.g., mortgage-backed securities issued by the Government National Mortgage Association, commonly known as “Ginnie Mae”), while other mortgage-backed securities (e.g., mortgage-backed securities issued by the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation, commonly known as “Fannie Mae” and “Freddie Mac”), are backed only by the credit of the government entity issuing them. In addition, some mortgage-backed securities are issued by private entities and, as such, are not guaranteed by the U.S. government or any agency or instrumentality of the U.S. government.
Note 5. Temporary Borrowings
The Fund, with other funds managed by RS Investments, is party to a $400 million committed revolving credit facility from State Street Bank and Trust Company, in effect through August 18, 2015, for temporary borrowing purposes, including the meeting of redemption requests
that otherwise might require the untimely disposition of securities. Interest is calculated based on market rates at the time of borrowing.
For the six months ended June 30, 2015, the Fund did not borrow under the facility.
Note 6. Review for Subsequent Events
Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.
Note 7. Indemnifications
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund. However, based on experience, the Fund expects the risk of loss to be remote.
SUPPLEMENTAL INFORMATION (UNAUDITED)
Approval of the Sub-Advisory Agreement for the RS Funds
The Boards of Trustees of RS Investment Trust and RS Variable Products Trust (each, a “Trust,” and together, the “Trusts”), including all of the Independent Trustees, met in person on March 4, 2015 to consider the approval of the sub-advisory agreement (the “Sub-Advisory Agreement”) between RS Investment Management Co. LLC (“RS Investments”) and Park Avenue Institutional Advisers LLC (“Park Avenue”), proposed to replace the existing sub-advisory agreement between RS Investments and Guardian Investor Services LLC (“GIS”) with respect to a number of the funds (the “Funds”)1 for a one-year period commencing on its date of execution. Before the meeting, the Independent Trustees met among themselves and with independent counsel to prepare for the meeting. In determining to approve the Sub-Advisory Agreement, the Trustees considered and reviewed all of the information provided to them in connection with this matter by RS Investments, GIS, and Park Avenue prior to and at their March 4, 2015 meeting. In all of their deliberations, the Independent Trustees were advised by independent counsel for the Independent Trustees.
The Trustees considered that all of GIS’s investment advisory activities would be moved to Park Avenue, a new, wholly owned subsidiary of GIS, the prior sub-adviser to the Funds. The Trustees took into consideration that such restructuring would not result in any change in the investment sub-advisory services provided to the Funds, in the personnel providing the services, in the persons overseeing them, or in the investment strategies, processes, or techniques employed by the portfolio managers and other investment professionals in managing the Funds.
The Trustees considered that the Sub-Advisory Agreement with Park Avenue is substantially identical to the Sub-Advisory, Sub-Administration and Accounting Services Agreement between RS Investments and GIS. The Trustees considered that there would be no change in sub-advisory fees paid by RS Investments to Park Avenue for the sub-advisory services to be provided to the Funds. The Trustees noted that the Sub-Advisory
Agreement reflects removal of references to the sub-administration and accounting services that GIS had previously provided to the Funds and that were taken on by RS Investments in late 2007. On the basis of these factors and considerations, the Trustees determined that the services to be provided and the fee to be paid under the Sub-Advisory Agreement appeared reasonable and appropriate.
The Trustees considered the nature and extent of Park Avenue’s compliance program, the qualifications of the firm’s compliance and financial personnel, and the legal and compliance resources otherwise available to the firm. The Trustees noted that all of the compliance policies and procedures previously in place at GIS would be adopted by Park Avenue.
On the basis of these factors, the Boards of Trustees of the Trusts voted unanimously, including the unanimous vote of the Independent Trustees, to approve the Sub-Advisory Agreement, including the sub-advisory fees set forth in the Sub-Advisory Agreement, for a one-year period from its date of execution.
Portfolio Holdings and Proxy Voting Procedures
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.
1 | The Funds are RS Investment Quality Bond Fund, RS Low Duration Bond Fund, RS High Yield Fund, RS Tax-Exempt Fund, RS High Income Municipal Bond Fund, RS Floating Rate Fund, RS Strategic Income Fund, RS Investment Quality Bond VIP Series, RS Low Duration Bond VIP Series, RS High Yield VIP Series, and RS S&P 500 Index VIP Series. |
The Statement of Additional Information includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.
This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of a Fund unless accompanied or preceded by that Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.
Not required.
Item 3. | Audit Committee Financial Expert. |
Not required.
Item 4. | Principal Accountant Fees and Services. |
Not required.
Item 5. | Audit Committee of Listed registrants. |
Not applicable to the registrant.
| (a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable to the registrant.
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
Not applicable to the registrant.
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable to the registrant.
Item 10. | Submission of Matters to a Vote of Security Holders. |
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (as required by Item 22(b)(15) of Schedule 14A) or this Item.
Item 11. | Controls and Procedures. |
| (a) | The registrant’s principal executive and principal financial officers have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c)) are effective, as of a date within 90 days of the filing date of this Form N-CSR, to provide reasonable assurance that the information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, based on their evaluation of these disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
| (b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
| (a)(2) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
| (b) | Certification pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto. |
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) | | RS Variable Products Trust | | |
| | |
By (Signature and Title)* | | /s/ Matthew H. Scanlan | | |
| | Matthew H. Scanlan, President | | |
| | (Principal Executive Officer) | | |
Date: September 3, 2015
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | | | |
By (Signature and Title)* | | /s/ Matthew H. Scanlan | | |
| | Matthew H. Scanlan, President | | |
| | (Principal Executive Officer) | | |
Date: September 3, 2015
| | | | |
By (Signature and Title)* | | /s/ Shelly Chu | | |
| | Shelly Chu, Treasurer | | |
| | (Principal Financial Officer) | | |
Date: September 3, 2015