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 811-22525
Managed Portfolio Series
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)
Brian R. Wiedmeyer, President
Managed Portfolio Series
c/o U.S. Bancorp Fund Services, LLC
777 East Wisconsin Ave, 5th Fl
Milwaukee, WI 53202
(Name and address of agent for service)
(414) 765-6844
Registrant’s telephone number, including area code
Date of fiscal year end: November 30, 2022
Date of reporting period: November 30, 2022
Updated August 1, 2011
Item 1. Reports to Stockholders.
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2022 Annual Report
November 30, 2022
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| Tortoise North American Pipeline Fund NYSE Arca: TPYP Ecofin Global Water ESG Fund NYSE Arca: EBLU |
www.TortoiseEcofin.com
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Tortoise |
2022 Annual Report |
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Table of Contents | | | |
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Sector Allocations | | 1 | |
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Letter to Shareholders | | 2 | |
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TPYP: Fund Focus | | 5 | |
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EBLU: Fund Focus | | 7 | |
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Expense Example | | 10 | |
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Financial Statements | | 11 | |
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Notes to Financial Statements | | 18 | |
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Report of Independent Registered Public Accounting Firm | | 24 | |
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Trustees and Officers | | 25 | |
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Additional Information | | 27 | |
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2022 Annual Report | November 30, 2022 |
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Sector allocations
Name/Ticker | | Primary focus | | Total assets ($ Millions)1 | | By asset type1 | | By ownership structure1 |
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Tortoise North American Pipeline Fund NYSE Arca: TPYP Inception: 6/29/2015 | | North American pipeline companies | | $580.6 | |  | |  |
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Name/Ticker | | Primary focus | | Total assets ($ Millions)1 | | By sector1 | | By geography1 |
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Ecofin Global Water ESG Fund NYSE Arca: EBLU Inception: 2/14/2017 | | Water companies | | $53.6 | |  | |  |
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TortoiseEcofin | 1 |
Letter to shareholders
Dear shareholder
The 2022 fiscal year proved to be a volatile environment with numerous headwinds for the broad market. Headwinds included recessionary concerns, rising inflation, as well as the anticipation of higher interest rates. The energy sector was an outlier with positive performance for the second consecutive fiscal year. In fact, as of December 31, 2022, midstream, represented by the Tortoise North American Pipeline IndexSM, and broader energy, represented by the S&P 500 Energy Select Sector® Index, outperformed the S&P 500 Index for the past two calendar years.
Energy and power infrastructure
The broad energy sector returned 74.9% for the annual fiscal period. Energy started the year strong, sold off in June with the broader market on concerns about a looming recession but rallied into the fiscal year end as investors continued to rotate into the sector. The energy sector’s weight within the S&P 500 Index rose to above 5% for the first time since 2019 as investors sought inflation protection, rotated to a value bias from growth bias, and saw the Russia and Ukraine conflict bring energy security into focus. Potential concerns around a recession were offset by a tightening global energy supply as demand rebounds post-COVID. Global underinvestment resulting from environmental, social and governance (ESG) commitments and energy transition is likely to keep global stock balances extremely tight for the foreseeable future, a dynamic that presents higher, but perhaps more volatile prices as seen in 2022.
The global energy markets were dynamic throughout 2022. Organization of the Petroleum Exporting Countries+ (OPEC+) production continually undershot pledged production due to prolonged oil and gas underinvestment and rapidly shut-in production in 2020. The lack of supply coming to market complicates assessments over the actual amount of OPEC spare capacity. Spare capacity is critical as it guards against prices rapidly rising should a market exogenous event occur. In early October, the crude oil market tightened as OPEC+ responded to softening economic conditions in the Organization for Economic Cooperation and Development (OECD), namely Europe, by cutting production 2 million barrels per day (mm b/d). Separately, sanctions around exports of Russian energy took effect at the end of 2022 and are expected to increase in 2023 driven by an embargo of Russian crude oil above the price cap of $60. While Russian crude oil was more resilient than expected in 2022 volumes are projected to decline and/or face longer transit times to their end market. Given these disruptions, the focus remains on the supply side of the equation.
On the demand side, global inventories continued to be drawn upon and are well below their 5-year averages. The scarcity of commodities comes at a time when global demand should be boosted by China re-opening from COVID lockdowns in 2023. Chinese demand growth is expected to build throughout the year.
2022 was the eighth consecutive year of underinvestment in oil and gas. With supply sources more finite there is a renewed opportunity for short-cycle North American energy. In 2022, U.S. oil production crossed 12 mm b/d, a level not seen since April 2020. For 2023, the Energy Information Agency (EIA) forecasts that production will increase 0.3 mm b/d to 12.6 mm b/d, up from 12.3 mm b/d at the end of 2022. While production is projected to increase year-over-year, the change is notably lower than previously thought. Rising capital intensity for U.S. shale including inflationary materials and service costs has operators messaging 10-20% year over year inflation. The Permian basin, America’s biggest oil field, is expected to be the primary driver of production growth with major integrated energy companies expected to increase their production by 10-25%.
Transitioning to natural gas, the Russia-Ukraine conflict presents an enormous long-term opportunity for U.S. liquefied natural gas (LNG). Entering 2022, Russian natural gas exports to Europe accounted for 13-15 billion cubic feet per day (Bcf/d) or 35-40% of the EU’s gas supply. In 2023, we expect Russian exports of energy to further shrink. With energy security a higher priority and low natural gas inventories, Europe has been increasingly importing U.S. LNG. The U.S. LNG market, while young, grew from zero market share to the top export market in just over seven years. Throughout 2022, LNG exporters contracted almost 6 Bcf/d of new contracts, signing 15-25-year contracts with European and Asian counterparties. The market awaits several Final Investment Decisions (FIDs) in 2023 which would put the U.S. on track to roughly double LNG export capacity by end of the decade. We expect a more mixed setup for natural gas in 2023, as supply outpaces demand and unseasonably warm weather lessened gas demand for Europe and North America. One short-term positive is the expected restart of Freeport LNG, which has been offline since the second half of 2022.
The midstream energy sector returned 28.8% for the period. Investor sentiment rounded with positive retail flows coupled with companies buying back stock in the open market. Beyond the constructive technical setup, we believe midstream serves as a hedge to many current risks investors face. The midstream sector’s strong fundamentals, attractive valuations, defensive characteristics in a higher rate and inflationary environment, and improved free cash flow should support outperformance on a relative basis.
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2 | TortoiseEcofin |
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2022 Annual Report | November 30, 2022 |
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Recession concerns weighed on investor psyche the second half of the fiscal year. While there were several recessions in the last 40 years, energy demand increased in 38 out of the last 40 years (2008 and 2020 decreased). Due to actions taken during the 2020 recession, we believe the energy sector, and specifically midstream, is well prepared to deal with another potential recession. The world remains undersupplied in energy, and we believe sector balance sheets are in much better shape than in past recessions including 2001, 2008, and 2020. 2022 earnings exceeded expectations with energy the one part of the market where earnings grew at an accelerated rate.
As more volumes flowed through pipeline systems in 2022, cash flow increased for midstream companies. The balanced return of capital story continued for investors via debt reduction, share buybacks and increased distributions. Specifically, deleveraging continued as companies targeted leverage between 3.0x-4.0x after years of leverage between 4.0x-5.0x, distribution growth accelerated to 7% in 2022 as companies targeted a return to pre-COVID levels, and share buybacks accelerated with $3.4 billion repurchased through Q3. The other use of capital has been mergers and acquisitions (M&A). There were several accretive bolt-on acquisitions of private assets completed by larger energy infrastructure companies. These assets largely were complementary to existing assets, allowing operators to control energy volumes across more midstream activities.
With inflation surging to 40-year highs in 2022, midstream provided investors inflation protection. Pipelines typically have long-term contracts with inflation protection from regulated tariff escalators. Additionally, tariffs on regulated liquid pipelines often include an inflation escalator aligned with the Producer Price Index (PPI).1 Federal Energy Regulatory Commission (FERC) indexing could be a material driver of cash flows with rates potentially increasing over 13% next summer on top of an 8.7% increase that went into effect July 1, 2022.
Interest rates rose significantly in 2022 as the Federal Reserve took a more hawkish approach and started raising the Fed Funds rate. Historically, midstream energy displays strong historical returns in rising rate environments. In the 15 time periods of rising rates since 2001, midstream energy, represented by the Tortoise North American Pipeline IndexSM, returned an average return of 7.7%, compared to a S&P 500 average return of 6.1%, and bond return of -2.4% represented by the Bloomberg U.S. Aggregate Bond Index.2
With energy supply short and energy security concerns emerging globally, investors are reminded how critical energy infrastructure is to daily life. Even before the Ukraine conflict, U.S. LNG cargoes were rapidly replenishing Europe’s low gas storage levels via LNG tankers. LPGs (liquid petroleum gases) were being exported to India and China, where demand is driven by global population growth and improvements in living standards. Whether it’s LNG, liquefied petroleum gas (LPG), or crude oil, U.S. energy infrastructure companies have signed long-term contracts and are exporting energy all around the world.
On the regulatory front, it was another year of mixed news flow. In August, the passage of the IRA was intended to benefit all energy and provide energy infrastructure significant decarbonization opportunities. The IRA provides incentives for three energy infrastructure decarbonization opportunities, specifically a carbon capture and sequestration 45Q tax credit, a hydrogen production tax credit, and support for renewable natural gas. Following the passage of the IRA, Senator Manchin aimed to reform infrastructure permitting through the proposed Energy Independence and Security Act of 2022. Passage ultimately failed but could be revisited in 2023. Permitting reform is needed. In the northeast Marcellus Basin, pipeline infrastructure is constrained. Despite this need, the one major pipeline which continues to be under construction is the Mountain Valley Pipeline (MVP) and during the first half of 2022, the U.S. Court of Appeals for the Fourth Circuit overturned federal approval of a key forest-crossing permit.
Demand for low-cost U.S. natural gas creates a need for additional natural gas pipelines and LNG export terminals. Seeing the setback with MVP, companies are doing what they can to avoid the red-tape that comes with building new pipelines. For example, one company announced that its pipeline expansion will increase the mainline capacity from 2 Bcf/d to 2.5 Bcf/d through the planned installation of three new compressor stations. Adding compression stations, for example, can avoid some of the exhaustive permitting process affiliated with building new pipelines.
Sustainable water
Fiscal year 2022 was a rough period for risk-assets, as investor concerns regarding inflation, tighter global monetary policies, higher interest rates and heightened geopolitical tensions weighed on global equity markets. During the period, elevated inflation data combined with hawkish pivots from key global central banks drove investor sentiment and valuations lower, especially in high growth (including several fund holdings) sectors. Following the weak start to the year for global equities, Russia’s invasion of Ukraine in February furthered “risk-off” sentiment as geopolitical tensions escalated and energy / commodity prices surged. Market sentiment continued to deteriorate in March with renewed COVID-driven lockdowns in China and the negative implications for supply chains and economic growth.
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TortoiseEcofin | 3 |
The second half of the year was mixed with the third quarter exhibiting similar “risk-off” performance from continued hawkish rate policies followed by a late year rally across the water sector in the fourth quarter. Nonetheless, the deteriorating economic growth outlook resulting from these factors, combined with elevated market risks, drove the water sector lower over the course of 2022. Specifically, many structural growth equities were de-rated and surging inflation led to concerns around margin compression causing a handful of names to be under considerable pressure. From a water value chain standpoint, Agriculture Equipment & Services and E&Cs were positive, while Filtration, Treatment & Test, Utilities, and Pipes, Pumps & Valves were negative.
Concluding thoughts
With continued positive trends for the energy sector, we stand by our positive long-term outlook for the sector. We believe fundamentals for water companies remain healthy for the most part and earnings estimates are largely in-line with previous expectations for most sectors due to the underlying secular growth drivers for the sector. However, as the potential for a broader macroeconomic slowdown becomes more likely, it is expected that revisions to earnings estimates will be a key-focus for the water companies during the course of 2023.
The S&P 500® Index is an unmanaged market-value weighted index of stocks, which is widely regarded as the standard for measuring large-cap U.S. stock market performance. The S&P Energy Select Sector® Index is |a capitalization-weighted index of S&P 500® Index companies in the energy sector involved in the development or production of energy products. The Tortoise North American Pipeline IndexSM is a float adjusted, capitalization-weighted index of energy pipeline companies domiciled in the United States and Canada. The Tortoise MLP Index® is a float-adjusted, capitalization-weighted index of energy master limited partnerships. The Ecofin Global Water ESG IndexSM is a proprietary, rules-based, modified capitalization-weighted, float-adjusted index comprised of companies that are materially engaged in the water infrastructure or water management industries.
TIS Advisors has contracted with S&P Opco, LLC (a subsidiary of S&P Dow Jones Indices LLC) to calculate and maintain the Tortoise MLP Index®, Tortoise North American Pipeline IndexSM and Ecofin Global Water ESG IndexSM. These Indices are not sponsored by S&P Dow Jones Indices or its affiliates or its third party licensors (collectively, “S&P Dow Jones Indices LLC”). S&P Dow Jones Indices will not be liable for any errors or omission in calculating these Indices. “Calculated by S&P Dow Jones Indices” and its related stylized mark(s) are service marks of S&P Dow Jones Indices and have been licensed for use by TIS Advisors and its affiliates. S&P® is a registered trademark of Standard & Poor’s Financial Services LLC (“SPFS”), and Dow Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”).
Tortoise Indices are the exclusive property of TIS Advisors.
Free cash flow is the cash a company produces through its operations, less the cost of total capital expenditures (growth and maintenance).
It is not possible to invest directly in an index.
Performance data quoted represents past performance; past performance does not guarantee future results. Like any other stock, total return and market value will fluctuate so that an investment, when sold, may be worth more or less than its original cost.
1. | Producer Price Index (PPI): measures average change over time in the selling prices received by domestic producers for their output. |
2. | The Bloomberg U.S. Aggregate Bond Index is a broad-based flagship benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market. The index includes Treasuries, government-related and corporate securities, mortgage-backed securities (agency fixed-rate and hybrid adjustable rate mortgage pass-through securities), asset-backed securities and commercial mortgage-backed securities (agency and non-agency). |
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4 | TortoiseEcofin |
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2022 Annual Report | November 30, 2022 |
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Tortoise North American Pipeline Fund |
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Top ten holdings (as of November 30, 2022)
1. | | Cheniere Energy, Inc. | | 7.9% |
2. | | The Williams Companies, Inc. | | 7.7% |
3. | | Kinder Morgan, Inc. | | 7.5% |
4. | | Enbridge Inc. | | 7.4% |
5. | | TC Energy Corporation | | 6.8% |
6. | | Enterprise Products Partners L.P. | | 5.5% |
7. | | ONEOK, Inc. | | 4.4% |
8. | | Energy Transfer LP | | 4.3% |
9. | | Targa Resources Corp. | | 4.3% |
10. | | Pembina Pipeline Corporation | | 4.1% |
TPYP key benefits
• | Access to the sizable pipeline network of one of the world’s largest consumers of energy |
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• | Attractive total return potential in a historically defensive sector |
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• | Flow-through structure allows for tax-efficient access to the pipeline sector |
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• | Exposure to Tortoise North American Pipeline IndexSM |
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| – | Effectively represents the characteristics of the market |
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| – | A leading benchmark for analysis of the pipeline sector |
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| – | Proprietary, research-driven and rules-based methodology |
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| – | Constituent caps to allow for broader representation of the market and investability |
Value of $10,000 vs. Tortoise North American Pipeline IndexSM
Since inception on June 29, 2015 through November 30, 2022
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This chart illustrates the performance of a hypothetical $10,000 investment made on June 29, 2015 and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on the fund’s distributions or the redemption of fund shares. The chart assumes reinvestment of capital gains and dividends for the fund and dividends for the index.
The performance data quoted above represents past performance since June 29, 2015 through November 30, 2022. Past performance is no guarantee of future results. The investment return and value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the fund may be obtained through the most recent month-end by calling 844-TR-INDEX (844-874-6339). Future performance may be lower or higher than the performance stated above.
The Tortoise North American Pipeline IndexSM is a float-adjusted, capitalization weighted index of pipeline companies headquartered in the United States and Canada. Returns include reinvested dividends. You cannot invest directly in an index.
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TortoiseEcofin | 5 |
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Tortoise North American Pipeline Fund (continued) |
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Total returns (as of November 30, 2022)
Ticker | | 1 year | | 3 year | | 5 year | | Since inception(1) | | Gross expense ratio | |
TPYP @ Market | | 27.86% | | 11.95% | | 8.18% | | 5.46% | | 0.40% | |
TPYP @ NAV | | 27.89% | | 11.92% | | 8.12% | | 5.43% | | 0.40% | |
S&P 500® Index(2) | | -9.21% | | 10.91% | | 10.98% | | 11.75% | | — | |
TNAPT(3) | | 28.78% | | 12.43% | | 8.67% | | 6.00% | | — | |
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(1) | Reflects period from fund inception on June 29, 2015 through November 30, 2022. |
(2) | The S&P 500® Index is an unmanaged market-value weighted index of stocks, which is widely regarded as the standard for measuring large-cap U.S. stock market performance. Returns include reinvested dividends. You cannot invest directly in an index. |
(3) | The Tortoise North American Pipeline IndexSM is a float-adjusted, capitalization weighted index of pipeline companies headquartered in the United States and Canada. You cannot invest directly in an index. |
Note: For periods over 1 year, performance reflected is for the average annual returns.
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the portfolio may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling 844-TR-INDEX (844-874-6339).
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6 | TortoiseEcofin |
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2022 Annual Report | November 30, 2022 |
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Ecofin Global Water ESG Fund |
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Top ten holdings (as of November 30, 2022)
1. | | Xylem, Inc. | 7.4% |
2. | | Ferguson PLC | 7.2% |
3. | | American Water Works Co., Inc. | 7.1% |
4. | | IDEX Corporation | 6.6% |
5. | | Ecolab Inc. | 6.3% |
6. | | Geberit AG | 6.2% |
7. | | Veolia Environnement SA | 4.5% |
8. | | Tetra Tech, Inc. | 4.3% |
9. | | A.O. Smith Corporation | 4.1% |
10. | | Severn Trent Plc | 4.0% |
EBLU key benefits
• | Provides access to the water infrastructure, management and treatment companies that we believe appear poised to benefit from the expected and much needed investment in rebuilding existing infrastructure, constructing new infrastructure and better managing this vital, but finite resource |
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• | Flow-through ETF structure provides tax-efficient access to the water sector |
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• | Purest exposure to the water industry by incorporating a fundamental weighting aspect |
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• | Continuous liquidity |
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• | Exposure to the Ecofin Global Water ESG Index® |
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| – | Proprietary, rules-based, research-driven methodology |
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| – | Fundamental weighting technique provides significant direct exposure to the water industry |
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| – | A leading benchmark for analysis of the water sector |
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| – | Backed by Tortoise’s proprietary fundamental research and index generation process |
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Value of $10,000 vs. Ecofin Global Water ESG Index®
Since inception on February 14, 2017 through November 30, 2022
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This chart illustrates the performance of a hypothetical $10,000 investment made on February 14, 2017 and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on the fund’s distributions or the redemption of fund shares. The chart assumes reinvestment of capital gains and dividends for the fund and dividends for the
The performance data quoted above represents past performance since February 14, 2017 through November 30, 2022. Past performance is no guarantee of future results. The investment return and value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the fund may be obtained through the most recent month-end by calling 844-TR-INDEX (844-874-6339). Future performance may be lower or higher than the performance stated above.
The Ecofin Global Water ESG Index® is a proprietary, rules-based, modified capitalization-weighted, float-adjusted index comprised of companies that are materially engaged in the water infrastructure or water management industries. Water infrastructure companies’ principal business is providing public water distribution or supporting water distribution infrastructure via equipment or engineering and construction. Water management companies’ primary business is providing technologies or products that manage or facilitate water distribution and usage, including the fields of water efficiency, water treatment and irrigation. You cannot invest directly in an index.
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TortoiseEcofin | 7 |
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Ecofin Global Water ESG Fund (continued) |
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Total returns (as of November 30, 2022)
Ticker | | 1 year | | 3 year | | 5 year | | Since inception(1) | | Gross expense ratio | |
EBLU @ Market | | -19.25% | | 6.33% | | 6.52% | | 9.10% | | 0.40% | |
EBLU @ NAV | | -18.73% | | 6.42% | | 6.53% | | 9.14% | | 0.40% | |
S&P 500® Index(2) | | -9.21% | | 10.91% | | 10.98% | | 12.10% | | — | |
Ecofin Global Water ESG Index®(3) | | -18.70% | | 6.52% | | 7.00% | | 9.80% | | — | |
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(1) | Reflects period from fund inception on February 14, 2017 through November 30, 2022. |
(2) | The S&P 500® Index is an unmanaged market-value weighted index of stocks, which is widely regarded as the standard for measuring large-cap U.S. stock market performance. Returns include reinvested dividends. You cannot invest directly in an index. |
(3) | The Ecofin Global Water ESG Index® is a proprietary, rules-based, modified capitalization-weighted, float-adjusted index comprised of companies that are materially engaged in the water infrastructure or water management industries. Water infrastructure companies’ principal business is providing public water distribution or supporting water distribution infrastructure via equipment or engineering and construction. Water management companies’ primary business is providing technologies or products that manage or facilitate water distribution and usage, including the fields of water efficiency, water treatment and irrigation. You cannot invest directly in an index. |
Note: For periods over 1 year, performance reflected is for the average annual returns.
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the portfolio may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling 844-TR-INDEX (844-874-6339).
(unaudited) | |
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8 | TortoiseEcofin |
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2022 Annual Report | November 30, 2022 |
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Tortoise North American Pipeline Fund
Investing involves risk. Principal loss is possible. The Fund has the same risks as the underlying securities traded on the exchange throughout the day. Redemptions are limited and often commissions are charged on each trade, and ETFs may trade at a premium or discount to their net asset value. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual stock volatility than a diversified fund. The Fund may experience tracking error to a greater extent than a fund that seeks to replicate an index. The Fund is not actively managed and may be affected by a general decline in market segments related to the index. Unlike mutual funds, ETFs may trade at a premium or discount to their net asset value. Investing in specific sectors such as energy infrastructure may involve greater risk and volatility than less concentrated investments. Risks include, but are not limited to, risks associated with companies owning and/or operating pipelines and complementary assets, as well as Master Limited Partnerships (MLPs), MLP affiliates, capital markets, terrorism, natural disasters, climate change, operating, regulatory, environmental, supply and demand, and price volatility risks. The tax benefits received by an investor investing in the portfolio differs from that of a direct investment in an MLP by an investor. The value of the portfolio’s investment in an MLP will depend largely on the MLP’s treatment as a partnership for U.S. federal income tax purposes. If the MLP is deemed to be a corporation then its income would be subject to federal taxation, reducing the amount of cash available for distribution to the portfolio which could result in a reduction of the portfolio’s value. Investments in foreign issuers involve risk not ordinarily associated with investments in securities and instruments of U.S. issuers, including risks related to political, social and economic developments abroad, differences between U.S. and foreign regulatory and accounting requirements, tax risk and market practices, as well as fluctuations in foreign currencies. The portfolio invests in small and mid-cap companies, which involve additional risks such as limited liquidity and greater volatility than larger companies. Investments in debt securities typically decrease in value when interest rates rise. This risk is usually greater for longer-term debt securities. Investment in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities. The portfolio may also write call options which may limit the portfolio’s ability to profit from increases in the market value of a security, but cause it to retain the risk of loss should the price of the security decline.
Ecofin Global Water ESG Fund
Investment in the water infrastructure and management industry may significantly affect the value of the shares of the Fund. Companies in the water industry are subject to environmental considerations, taxes, government regulation, price and supply fluctuations, competition and water conservation influences. Investments in non-U.S. companies (including Canadian issuers) involve risk not ordinarily associated with investments in securities and instruments of U.S. issuers, including risks related to political, social and economic developments abroad, differences between U.S. and foreign regulatory and accounting requirements, tax risk and market practices, as well as fluctuations in foreign currencies. The Fund invests in small and mid-cap companies, which involve additional risks such as limited liquidity and greater volatility than larger companies. The Fund is not actively managed, and therefore the Fund generally will not sell a security due to current or projected underperformance of a security, industry or sector, unless that security is removed from the index or the selling of the security is otherwise required upon a rebalancing of the index. There is no guarantee that the Fund will achieve a high degree of correlation to the index and therefore achieve its investment objective. The Fund has elected to be, and intends to qualify each year for treatment as, a regulated investment company (RIC). To maintain the Fund’s qualification for federal income tax treatment as a RIC, the Fund must meet certain source of income, asset diversification and annual distribution requirements. If for any taxable year the Fund fails to qualify for the special federal income tax treatment afforded to RICs, all of the Fund’s taxable income will be subject to federal income tax at regular corporate rates (without any deduction for distributions to its shareholders) and its income available for distribution will be reduced. Derivatives involve risks different from, and in certain cases, greater than the risks presented by more traditional investments. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual stock volatility than a diversified fund.
Cash flow is the total amount of money moving into and out of a business.
Nothing contained on this communication constitutes tax, legal, or investment advice. Investors must consult their tax advisor or legal counsel for advice and information concerning their particular situation.
This report reflects our views and opinions as of the date herein, which are subject to change at any time based on market and other conditions. We disclaim any responsibility to update these views. The views should not be relied on as investment advice or an indication of trading intent on behalf of the fund.
Portfolio holdings and sector allocations are subject to change at any time and should not be considered recommendations to buy or sell any security. For a complete list of fund holdings, please refer to the Schedule of Investments in this report.
(unaudited) | |
| |
TortoiseEcofin | 9 |
Expense example
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (June 1, 2022 - November 30, 2022).
Actual expenses
The first line of the table below provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical example for comparison purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Tortoise North American Pipeline Fund
| | Beginning Account Value (06/01/2022) | | Ending Account Value (11/30/2022) | | Expenses Paid During Period(1) (06/01/2022 – 11/30/2022) |
Actual(2) | | $ | 1,000.00 | | | $ | 983.00 | | | $ | 1.99 | |
Hypothetical (5% annual return before expenses) | | $ | 1,000.00 | | | $ | 1,023.06 | | | $ | 2.03 | |
| |
(1) | Expenses are equal to the Fund’s annualized expense ratio for the most recent six-month period of 0.40%, multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period. |
(2) | Based on the actual returns for the six-month period ended November 30, 2022 of -1.70%. |
Ecofin Global Water ESG Fund
| | Beginning Account Value (06/01/2022) | | Ending Account Value (11/30/2022) | | Expenses Paid During Period(1) (06/01/2022 – 11/30/2022) |
Actual(2) | | $ | 1,000.00 | | | $ | 1,002.90 | | | $ | 2.01 | |
Hypothetical (5% annual return before expenses) | | $ | 1,000.00 | | | $ | 1,023.06 | | | $ | 2.03 | |
| |
(1) | Expenses are equal to the Fund’s annualized expense ratio for the most recent six-month period of 0.40%, multiplied by the average account value over the period, multiplied by 183/365 to reflect to reflect the one-half year period. |
(2) | Based on the actual returns for the six-month period ended November 30, 2022 of 0.29%. |
| |
(unaudited) | |
| |
10 | TortoiseEcofin |
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|
|
2022 Annual Report | November 30, 2022 |
|
Tortoise North American Pipeline Fund Schedule of Investments |
November 30, 2022 |
|
| | Shares | | | Fair Value |
Common Stock — 81.8%(1) | | | | | | | |
Canada Crude Oil Pipelines — 12.5%(1) | | | | | | | |
Enbridge Inc. | | | 1,003,916 | | | $ | 41,451,691 |
Gibson Energy Inc. | | | 309,377 | | | | 5,614,164 |
Pembina Pipeline Corporation | | | 634,680 | | | | 23,171,494 |
| | | | | | | 70,237,349 |
| | | | | | | |
Canada Natural Gas/Natural Gas Liquids Pipelines — 10.6%(1) | | | | | | | |
AltaGas Ltd. | | | 594,631 | | | | 9,977,193 |
Keyera Corp. | | | 467,662 | | | | 10,895,831 |
TC Energy Corporation | | | 860,699 | | | | 38,283,892 |
| | | | | | | 59,156,916 |
| | | | | | | |
United States Crude Oil Pipelines — 0.4%(1) | | | | | | | |
Plains GP Holdings, L.P. | | | 175,365 | | | | 2,320,079 |
| | | | | | | |
United States Local Distribution Companies — 17.3%(1) | | | | | | | |
Atmos Energy Corporation | | | 187,501 | | | | 22,537,620 |
Chesapeake Utilities Corporation | | | 37,538 | | | | 4,494,425 |
New Jersey Resources Corporation | | | 203,088 | | | | 10,103,628 |
NiSource Inc. | | | 724,507 | | | | 20,242,726 |
Northwest Natural Holding Co. | | | 73,747 | | | | 3,695,462 |
ONE Gas, Inc. | | | 114,257 | | | | 9,934,646 |
South Jersey Industries, Inc. | | | 258,979 | | | | 8,986,571 |
Southwest Gas Corporation | | | 130,357 | | | | 8,924,240 |
Spire Inc. | | | 110,786 | | | | 8,209,243 |
| | | | | | | 97,128,561 |
| | | | | | | |
United States Natural Gas Gathering/Processing — 9.0%(1) | | | | | | | |
Antero Midstream Corp. | | | 708,106 | | | | 8,022,841 |
Archrock, Inc. | | | 278,696 | | | | 2,427,442 |
EnLink Midstream, LLC | | | 526,591 | | | | 6,771,960 |
Equitrans Midstream Corp. | | | 914,991 | | | | 7,676,775 |
Hess Midstream LP | | | 39,726 | | | | 1,240,643 |
Targa Resources Corp. | | | 323,467 | | | | 24,062,710 |
| | | | | | | 50,202,371 |
| | | | | | | |
United States Natural Gas/Natural Gas Liquids Pipelines — 31.0%(1) | | | | | | | |
Cheniere Energy, Inc. | | | 253,262 | | | | 44,412,024 |
Excelerate Energy, Inc. | | | 15,643 | | | | 443,636 |
Kinder Morgan, Inc. | | | 2,195,008 | | | | 41,968,553 |
Kinetik Holdings, Inc. | | | 40,525 | | | | 1,379,066 |
National Fuel Gas Company | | | 193,403 | | | | 12,809,081 |
New Fortress Energy LLC | | | 100,911 | | | | 5,136,370 |
ONEOK, Inc. | | | 365,308 | | | | 24,446,411 |
The Williams Companies, Inc. | | | 1,242,870 | | | | 43,127,589 |
| | | | | | | 173,722,730 |
| | | | | | | |
United States Renewables and Power Infrastructure — 1.0%(1) | | | | | | | |
DT Midstream, Inc. | | | 88,643 | | | | 5,347,832 |
Total Common Stock | | | | | | | |
(Cost $370,614,294) | | | | | | | 458,115,838 |
| | | | | | | |
Master Limited Partnerships and Related Companies — 18.1%(1) | | | | | | | |
United States Crude Oil Pipelines — 1.4%(1) | | | | | | | |
Delek Logistics Partners LP | | | 7,845 | | | | 401,664 |
Genesis Energy, L.P. | | | 100,692 | | | | 1,064,315 |
NuStar Energy L.P. | | | 88,646 | | | | 1,447,589 |
Plains All American Pipeline, L.P. | | | 409,417 | | | | 5,084,959 |
| | | | | | | 7,998,527 |
| | | | | | | |
United States Natural Gas Gathering/Processing — 1.4%(1) | | | | | | | |
Crestwood Equity Partners LP | | | 70,083 | | | | 2,075,858 |
USA Compression Partners LP | | | 45,991 | | | | 844,855 |
Western Midstream Partners LP | | | 177,173 | | | | 4,957,301 |
| | | | | | | 7,878,014 |
| | | | | | | |
United States Natural Gas/Natural Gas Liquids Pipelines — 10.8%(1) | | | | | | | |
Cheniere Energy Partners, L.P. | | | 33,336 | | | | 2,069,499 |
DCP Midstream Partners, LP | | | 82,792 | | | | 3,257,037 |
Energy Transfer LP | | | 1,923,945 | | | | 24,126,270 |
Enterprise Products Partners L.P. | | | 1,238,070 | | | | 30,716,517 |
| | | | | | | 60,169,323 |
| | | | | | | |
United States Refined Product Pipelines — 4.5%(1) | | | | | | | |
CrossAmerica Partners LP | | | 16,435 | | | | 328,864 |
Global Partners LP | | | 24,858 | | | | 816,088 |
Holly Energy Partners, L.P. | | | 41,099 | | | | 769,373 |
Magellan Midstream Partners, L.P. | | | 190,421 | | | | 10,035,187 |
MPLX LP | | | 334,049 | | | | 11,354,326 |
Sunoco LP | | | 49,913 | | | | 2,143,264 |
| | | | | | | 25,447,102 |
Total Master Limited Partnerships and Related Companies | | | | | | | |
(Cost $72,729,362) | | | | | | | 101,492,966 |
| | | | | | | |
Short-Term Investment — 0.1%(1) | | | | | | | |
United States Investment Company — 0.1%(1) | | | | | | | |
Invesco Government & Agency Portfolio — Institutional Class, 3.74%(2) | | | | | | | |
(Cost $306,202) | | | 306,202 | | | | 306,202 |
| | | | | | | |
Total Investments — 100.0%(1) | | | | | | | |
(Cost $443,649,858) | | | | | | | 559,915,006 |
Other Assets in Excess of Liabilities, Net — 0.0%(1) | | | | | | | 112,453 |
Total Net Assets — 100.0%(1) | | | | | | $ | 560,027,459 |
(1) | Calculated as a percentage of net assets. |
(2) | Rate indicated is the current yield as of November 30, 2022. |
See accompanying Notes to Financial Statements. | |
| |
TortoiseEcofin | 11 |
|
|
|
|
Ecofin Global Water ESG Fund Schedule of Investments |
November 30, 2022 |
|
| | Shares | | | Fair Value |
Common Stock — 99.4%(1) | | | | | |
Finland Water Equipment/Services — 0.4%(1) | | | | | |
Uponor OYJ | | | 18,709 | | | $ | 285,411 |
| | | | | | | |
France Water Infrastructure — 4.5%(1) | | | | | | | |
Veolia Environnement SA | | | 107,548 | | | | 2,750,869 |
| | | | | | | |
Hong Kong Water Equipment/Services — 0.7%(1) | | | | | | | |
China Lesso Group Holdings Ltd. | | | 341,327 | | | | 414,699 |
| | | | | | | |
Hong Kong Water Infrastructure — –%(1) | | | | | | | |
CT Environmental Group Limited(2)(3) | | | 113,060 | | | | — |
| | | | | | | |
Japan Water Equipment/Services — 6.8%(1) | | | | | | | |
Kurita Water Industries Ltd. | | | 36,795 | | | | 1,625,386 |
Lixil Corp. | | | 100,500 | | | | 1,534,901 |
Rinnai Corp. | | | 13,300 | | | | 980,476.00 |
| | | | | | | 4,140,763 |
| | | | | | | |
Switzerland Water Equipment/Services — 10.0%(1) | | | | | | | |
Ferguson PLC | | | 38,914 | | | | 4,390,899 |
Georg Fischer AG | | | 28,322 | | | | 1,697,075 |
| | | | | | | 6,087,974 |
| | | | | | | |
Switzerland Water Management — 6.2%(1) | | | | | | | |
Geberit AG | | | 8,000 | | | | 3,777,437 |
| | | | | | | |
United Kingdom Water Equipment/Services — 0.5%(1) | | | | | | | |
Genuit Group Plc | | | 86,050 | | | | 324,619 |
| | | | | | | |
United Kingdom Water Infrastructure — 13.5%(1) | | | | | | | |
Pennon Group Plc | | | 94,894 | | | | 1,047,643 |
Pentair PLC | | | 52,000 | | | | 2,380,040 |
Severn Trent Plc | | | 73,960 | | | | 2,417,494 |
United Utilities Group PLC | | | 193,666 | | | | 2,390,189 |
| | | | | | | 8,235,366 |
| | | | | | | |
United States Water Infrastructure — 24.6%(1) | | | | | | | |
Advanced Drainage Systems, Inc. | | | 17,306 | | | | 1,683,181 |
Aris Water Solution, Inc. | | | 6,907 | | | | 109,269 |
Energy Recovery Inc.(3) | | | 13,078 | | | | 303,148 |
Franklin Electric Co., Inc. | | | 13,424 | | | | 1,118,219 |
IDEX Corporation | | | 16,939 | | | | 4,022,843 |
Montrose Environmental Group, Inc.(3) | | | 9,218 | | | | 425,503 |
Select Energy Services, Inc. | | | 23,362 | | | | 191,335 |
Tetra Tech, Inc. | | | 17,052 | | | | 2,636,069 |
Xylem, Inc. | | | 40,136 | | | | 4,509,279 |
| | | | | | | 14,998,846 |
| | | | | | | |
United States Water Management — 11.3%(1) | | | | | | | |
A.O. Smith Corporation | | | 41,067 | | | | 2,494,410 |
Badger Meter, Inc. | | | 10,100 | | | | 1,169,782 |
Lindsay Corporation | | | 3,788 | | | | 668,544 |
Watts Water Technologies, Inc. | | | 9,465 | | | | 1,499,729 |
Zurn Elkay Water Solutions Corp. | | | 43,472 | | | | 1,052,457 |
| | | | | | | 6,884,922 |
| | | | | | | |
United States Water Treatment — 9.3%(1) | | | | | | | |
Ecolab Inc. | | | 25,779 | | | | 3,862,468 |
Evoqua Water Technologies Corp.(3) | | | 41,860 | | | | 1,820,491 |
| | | | | | | 5,682,959 |
| | | | | | | |
United States Water Utilities — 11.6%(1) | | | | | | | |
American Water Works Co., Inc. | | | 28,734 | | | | 4,360,672 |
Core & Main, Inc.(3) | | | 19,652 | | | | 408,762 |
Essential Utilities, Inc. | | | 48,139 | | | | 2,322,225 |
| | | | | | | 7,091,659 |
Total Common Stock | | | | | | | |
(Cost $62,440,244) | | | | | | | 60,675,524 |
| | | | | | | |
Short-Term Investment — 0.3%(1) | | | | | | | |
United States Investment Company — 0.3%(1) | | | | | | | |
First American Government Obligations Fund, Class X, 3.67%(4) | | | | | | | |
(Cost $155,326) | | | 155,326 | | | | 155,326 |
| | | | | | | |
Total Investments — 99.7%(1) | | | | | | | |
(Cost $62,595,570) | | | | | | | 60,830,850 |
Other Assets in Excess of Liabilities, Net — 0.3%(1) | | | | | | | 205,650 |
Total Net Assets — 100.0%(1) | | | | | | $ | 61,036,500 |
(1) | Calculated as a percentage of net assets. |
(2) | Value determined using significant unobservable inputs. |
(3) | Non-income producing security. |
(4) | Rate indicated is the current yield as of November 30, 2022. |
See accompanying Notes to Financial Statements. | |
| |
12 | TortoiseEcofin |
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|
2022 Annual Report | November 30, 2022 |
|
Statements of Assets & Liabilities |
November 30, 2022 |
|
| | Tortoise North American Pipeline Fund | | Ecofin Global Water ESG Fund |
Assets: | | | | | | | | |
Investments, at fair value (cost $443,649,858, and $62,595,570, respectively) | | $ | 559,915,006 | | | $ | 60,830,850 | |
Receivable for investment securities sold | | | 507,047 | | | | — | |
Foreign Cash (cost $490) | | | 490 | | | | — | |
Dividends & interest receivable | | | 969,269 | | | | 223,707 | |
Total assets | | | 561,391,812 | | | | 61,054,557 | |
Liabilities: | | | | | | | | |
Payable for investment securities purchased | | | 1,186,958 | | | | — | |
Payable to Adviser | | | 177,395 | | | | 18,057 | |
Total liabilities | | | 1,364,353 | | | | 18,057 | |
Net Assets | | $ | 560,027,459 | | | $ | 61,036,500 | |
Net Assets Consist of: | | | | | | | | |
Capital Stock | | $ | 472,018,187 | | | $ | 66,055,376 | |
Total distributable earnings (loss) | | | 88,009,272 | | | | (5,018,876 | ) |
Net Assets | | $ | 560,027,459 | | | $ | 61,036,500 | |
|
Net Assets | | $ | 560,027,459 | | | $ | 61,036,500 | |
Shares issued and outstanding(1) | | | 21,200,000 | | | | 1,600,000 | |
Net asset value, redemption price and offering price per share | | $ | 26.42 | | | $ | 38.15 | |
(1) | Unlimited shares authorized. |
See accompanying Notes to Financial Statements. | |
| |
TortoiseEcofin | 13 |
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|
|
|
Statements of Operations |
For the Year Ended November 30, 2022 |
|
| | Tortoise North American Pipeline Fund | | Ecofin Global Water ESG Fund |
Investment Income: | | | | | | | | |
Dividends and distributions from common stock | | $ | 19,245,412 | | | $ | 1,171,746 | |
Distributions from master limited partnerships | | | 7,840,847 | | | | — | |
Less: return of capital on distributions(1) | | | (11,990,675 | ) | | | — | |
Less: foreign taxes withheld | | | (1,089,506 | ) | | | (49,409 | ) |
Net dividends and distributions from investments | | | 14,006,078 | | | | 1,122,337 | |
Dividends from money market mutual funds | | | 7,366 | | | | 1,154 | |
Total investment income | | | 14,013,444 | | | | 1,123,491 | |
Expenses: | | | | | | | | |
Advisory fees (See Note 5) | | | 2,100,483 | | | | 234,385 | |
Total expenses | | | 2,100,483 | | | | 234,385 | |
Net Investment Income | | | 11,912,961 | | | | 889,106 | |
Realized and Unrealized Gain (Loss) on Investments and Translations of Foreign Currency: | | | | | | | | |
Net realized gain (loss) on investments, including foreign currency gain (loss) | | | 19,391,183 | | | | (1,549,661 | ) |
Net change in unrealized appreciation (depreciation) of investments and translations of foreign currency | | | 86,421,188 | | | | (10,934,143 | ) |
Net Realized and Unrealized Gain (Loss) on Investments and Translations of Foreign Currency: | | | 105,812,371 | | | | (12,483,804 | ) |
Net Increase (Decrease) in Net Assets Resulting from Operations | | $ | 117,725,332 | | | $ | (11,594,698 | ) |
(1) | Return of capital may be in excess of current year distributions due to prior year adjustments. See Note 2 to the financial statements for further disclosure. |
See accompanying Notes to Financial Statements. | |
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14 | TortoiseEcofin |
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|
2022 Annual Report | November 30, 2022 |
|
Statements of Changes in Net Assets |
|
|
|
| | Tortoise North American Pipeline Fund | | Ecofin Global Water ESG Fund |
| | Year Ended November 30, 2022 | | Year Ended November 30, 2021 | | Year Ended November 30, 2022 | | Year Ended November 30, 2021 |
Operations | | | | | | | | | | | | | | | | |
Net investment income | | $ | 11,912,961 | | | $ | 9,568,298 | | | $ | 889,106 | | | $ | 954,094 | |
Net realized gain (loss) on investments, including foreign currency gain (loss) | | | 19,391,183 | | | | 16,494,581 | | | | (1,549,661 | ) | | | (230,177 | ) |
Net change in unrealized appreciation (depreciation) of investments and translations of foreign currency | | | 86,421,188 | | | | 79,612,980 | | | | (10,934,143 | ) | | | 7,895,373 | |
Net increase (decrease) in net assets resulting from operations | | | 117,725,332 | | | | 105,675,859 | | | | (11,594,698 | ) | | | 8,619,290 | |
Capital Share Transactions | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 103,555,969 | | | | 108,591,548 | | | | 17,971,310 | | | | 35,335,415 | |
Payments for shares redeemed | | | (59,626,315 | ) | | | (130,605,170 | ) | | | (8,774,660 | ) | | | — | |
Net increase (decrease) in net assets resulting from capital share transactions | | | 43,929,654 | | | | (22,013,622 | ) | | | 9,196,650 | | | | 35,335,415 | |
Distributions to Shareholders | | | | | | | | | | | | | | | | |
From distributable earnings | | | (11,182,243 | ) | | | (9,317,047 | ) | | | (1,033,125 | ) | | | (414,433 | ) |
From tax return of capital | | | (12,160,551 | ) | | | (12,342,983 | ) | | | — | | | | — | |
Total distributions to shareholders | | | (23,342,794 | ) | | | (21,660,030 | ) | | | (1,033,125 | ) | | | (414,433 | ) |
Total Increase (Decrease) in Net Assets | | | 138,312,192 | | | | 62,002,207 | | | | (3,431,173 | ) | | | 43,540,272 | |
Net Assets | | | | | | | | | | | | | | | | |
Beginning of year | | | 421,715,267 | | | | 359,713,060 | | | | 64,467,673 | | | | 20,927,401 | |
End of year | | $ | 560,027,459 | | | $ | 421,715,267 | | | $ | 61,036,500 | | | $ | 64,467,673 | |
Transactions in Shares | | | | | | | | | | | | | | | | |
Shares sold | | | 4,150,000 | | | | 5,450,000 | | | | 450,000 | | | | 800,000 | |
Shares redeemed | | | (2,450,000 | ) | | | (6,500,000 | ) | | | (200,000 | ) | | | — | |
Net increase (decrease) | | | 1,700,000 | | | | (1,050,000 | ) | | | 250,000 | | | | 800,000 | |
See accompanying Notes to Financial Statements. | |
| |
TortoiseEcofin | 15 |
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|
|
|
Tortoise North American Pipeline Fund |
Financial Highlights |
|
| | Year Ended November 30, 2022 | | Year Ended November 30, 2021 | | Year Ended November 30, 2020 | | Year Ended November 30, 2019 | | Year Ended November 30, 2018 |
Per Common Share Data(1) | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 21.63 | | | $ | 17.50 | | | $ | 22.18 | | | $ | 21.99 | | | $ | 22.87 | |
Investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income(2) | | | 0.62 | | | | 0.43 | | | | 0.48 | | | | 0.62 | | | | 0.69 | |
Net realized and unrealized gain (loss) on investments and translations of foreign currency(2) | | | 5.28 | | | | 4.74 | | | | (4.12 | ) | | | 0.55 | | | | (0.64 | ) |
Total from investment operations | | | 5.90 | | | | 5.17 | | | | (3.64 | ) | | | 1.17 | | | | 0.05 | |
Less distributions from: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.51 | ) | | | (0.46 | ) | | | (0.42 | ) | | | (0.45 | ) | | | (0.53 | ) |
Net realized gains | | | – | | | | — | | | | — | | | | — | | | | — | |
Return of capital | | | (0.60 | ) | | | (0.58 | ) | | | (0.62 | ) | | | (0.53 | ) | | | (0.40 | ) |
Total distributions | | | (1.11 | ) | | | (1.04 | ) | | | (1.04 | ) | | | (0.98 | ) | | | (0.93 | ) |
Net asset value, end of year | | $ | 26.42 | | | $ | 21.63 | | | $ | 17.50 | | | $ | 22.18 | | | $ | 21.99 | |
Total Return | | | 27.89 | % | | | 30.10 | % | | | (15.74 | )% | | | 5.22 | % | | | 0.15 | % |
Supplemental Data and Ratios | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (in 000’s) | | $ | 560,027 | | | $ | 421,715 | | | $ | 359,713 | | | $ | 413,585 | | | $ | 187,993 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | |
Expenses | | | 0.40 | % | | | 0.40 | % | | | 0.40 | % | | | 0.40 | % | | | 0.40 | % |
Net investment income | | | 2.27 | % | | | 2.20 | % | | | 2.34 | % | | | 2.01 | % | | | 2.11 | % |
Portfolio turnover rate | | | 12 | % | | | 17 | % | | | 28 | % | | | 13 | % | | | 16 | % |
(1) | For a Fund share outstanding for the entire period. |
(2) | The per common share data for the years ended November 30, 2021, 2020, 2019, and 2018 does not reflect the change in estimate of investment income and return of capital. |
| See Note 2 to the financial statements for further disclosure. |
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See accompanying Notes to Financial Statements. | |
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16 | TortoiseEcofin |
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2022 Annual Report | November 30, 2022 |
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Ecofin Global Water ESG Fund |
Financial Highlights |
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| | Year Ended November 30, 2022 | | Year Ended November 30, 2021 | | Year Ended November 30, 2020 | | Year Ended November 30, 2019 | | Year Ended November 30, 2018 |
Per Common Share Data(1) | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of year | | $ | 47.75 | | | $ | 38.05 | | | $ | 33.06 | | | $ | 27.27 | | | $ | 30.07 | |
Investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.59 | | | | 0.77 | | | | 0.57 | | | | 0.56 | | | | 0.34 | |
Net realized and unrealized gain (loss) on investments and translations of foreign currency | | | (9.44 | ) | | | 9.42 | | | | 4.88 | | | | 5.76 | | | | (2.65 | ) |
Total from investment operations | | | (8.85 | ) | | | 10.19 | | | | 5.45 | | | | 6.32 | | | | (2.31 | ) |
Less distributions from: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.75 | ) | | | (0.49 | ) | | | (0.46 | ) | | | (0.53 | ) | | | (0.30 | ) |
Net realized gains | | | — | | | | — | | | | — | | | | — | | | | (0.19 | ) |
Total distributions | | | (0.75 | ) | | | (0.49 | ) | | | (0.46 | ) | | | (0.53 | ) | | | (0.49 | ) |
Net asset value, end of year | | $ | 38.15 | | | $ | 47.75 | | | $ | 38.05 | | | $ | 33.06 | | | $ | 27.27 | |
Total Return | | | (18.73 | )% | | | 26.98 | % | | | 16.80 | % | | | 23.42 | % | | | (7.76 | )% |
Supplemental Data and Ratios | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (in 000’s) | | $ | 61,037 | | | $ | 64,468 | | | $ | 20,927 | | | $ | 14,875 | | | $ | 4,091 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | |
Expenses | | | 0.40 | % | | | 0.40 | % | | | 0.40 | % | | | 0.40 | % | | | 0.40 | % |
Net investment income | | | 1.52 | % | | | 2.22 | % | | | 1.74 | % | | | 2.01 | % | | | 1.24 | % |
Portfolio turnover rate | | | 26 | % | | | 21 | % | | | 19 | % | | | 16 | % | | | 36 | % |
(1) | For a Fund share outstanding for the entire period. |
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See accompanying Notes to Financial Statements. | |
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TortoiseEcofin | 17 |
Notes to Financial Statements (unaudited)
November 30, 2022
1. Organization
Managed Portfolio Series (the “Trust”) was organized as a Delaware statutory trust on January 27, 2011. The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Tortoise North American Pipeline Fund (the “North American Pipeline Fund”) and the Ecofin Global Water ESG Fund (the “Global Water ESG Fund”) (or collectively, “the Funds”) are each a non-diversified series with their own investment objectives and policies within the Trust. The Trust has evaluated the structure, objective and activities of the Funds and determined that they meet the characteristics of an investment company. As such, these financial statements have applied the guidance as set forth in the Accounting Standards Codifications (“ASC”) 946, Financial Services Investment Companies.
The investment objective of the North American Pipeline Fund seeks investment results that correspond generally to the price and distribution rate (total return) performance of the Tortoise North American Pipeline IndexSM (the “North American Pipeline Index”). The North American Pipeline Fund commenced operations on June 29, 2015.
The investment objective of the Global Water ESG Fund seeks investment results that correspond (before fees and expenses) generally to the price and distribution rate (total return) performance of the Ecofin Global Water ESG IndexSM (the “Water Index”). The Global Water ESG Fund commenced operations on February 14, 2017.
Shares of the North American Pipeline Fund and Global Water ESG Fund are listed and traded on the NYSE Arca, Inc. (the “NYSE”). Market prices for the shares may be different from their net asset value (“NAV”). The Funds issue and redeem shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe, with cash included to balance to the Creation Unit total. Once created, shares generally trade in the secondary market at market prices that change throughout the day in amounts less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of the Funds. Shares of the Funds may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company participant and, in each case, must have executed a Participation Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from the Funds. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
The Funds currently offer one class of shares, which have no front-end sales load, no deferred sales charge, and no redemption fee. A purchase (i.e. creation) transaction fee is imposed for the transfer and other transaction costs associated with the purchase of Creation Units. The standard fixed creation transaction fee for each Fund is $500, which is payable by the Advisor. In addition, a variable fee may be charged on all cash transactions or substitutes for Creation Units of up to a maximum of 2% as a percentage of the value of the Creation Units subject to the transaction. Variable fees are imposed to compensate the Funds for the transaction costs associated with the cash transactions. Variable fees received by the Funds are displayed in the capital shares transaction section of the Statement of Changes in Net Assets. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Funds have equal rights and privileges.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Funds in the preparation of its financial statements. These policies are in conformity with generally accepted accounting principles in the United States of America (“GAAP”).
Securities Valuation — All investments in securities are recorded at their estimated fair value, as described in Note 3.
Foreign Currency Translation — The books and records relating to the Funds’ non-U.S. dollar denominated investments are maintained in U.S. dollars on the following bases: (1) market value of investment securities, assets, and liabilities are translated at the current rate of exchange; and (2) purchases and sales of investment securities, income, and expenses are translated at the relevant rates of exchange prevailing on the respective dates of such transactions. The Funds do not isolate the portion of gains and losses on investments in equity securities that is due to changes in the foreign exchange rates from that which is due to changes in market prices of equity securities. The Funds report certain foreign currency-related transactions as components of realized gains for financial reporting purposes, whereas such components are treated as ordinary income for federal income tax purposes.
Federal Income Taxes — The Funds intend to meet the requirements of subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all net taxable investment income and net realized gains to shareholders in a manner which results in no tax cost to the Funds. Therefore, no federal income or excise tax provision is required. As of November 30, 2022, the Funds did not have any tax positions that did not meet the “more-likely-than-not” threshold of being sustained by the applicable tax authority. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits on uncertain tax positions as income tax expense in the Statement of Operations. During the period ended November 30, 2022, the Funds did not incur any interest or penalties. Each of the tax years in the four-year period ended November 30, 2022 remain subject to examination by taxing authorities for the North American Pipeline Fund and Global Water ESG Fund.
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2022 Annual Report | November 30, 2022 |
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Notes to Financial Statements (continued)
Securities Transactions, Income and Distributions — Security transactions are accounted for on the date the securities are purchased or sold (trade date). Realized gains and losses are reported on a specific identified cost basis. Interest income is recognized on an accrual basis, including amortization of premiums and accretion of discounts. Dividend income and distributions are recorded on the ex-dividend date. Withholding taxes on foreign dividends have been provided for in accordance with the Funds’ understanding of the applicable country’s tax rules and regulations. Distributions received from the Funds’ investments generally are comprised of ordinary income and return of capital. The Funds allocate distributions between investment income and return of capital based on estimates made at the time such distributions are received. Such estimates are based on information provided by each portfolio company and other industry sources. These estimates may subsequently be revised based on actual allocations received from the portfolio companies after their tax reporting periods are concluded, as the actual character of these distributions is not known until after the fiscal year end of the Funds.
During the year ended November 30, 2022, the North American Pipeline Fund reallocated the amount of return of capital recognized based on the 2021 tax reporting information received. The impact of this adjustment is a decrease to return of capital on distributions of approximately $885,404.
The North American Pipeline Fund will make distributions of net investment income, if any, quarterly. The Global Water ESG Fund will make distributions of net investment income, if any, semiannually. The Funds will also distribute net realized capital gains, if any, annually. Distributions to shareholders are recorded on the ex-dividend date. The treatment for financial reporting purposes of distributions made to shareholders during the year from net investment income or net realized capital gains may differ from their ultimate treatment for federal income tax purposes. These differences are caused primarily by differences in the timing of the recognition of certain components of income, expense or realized capital gain for federal income tax purposes. Where such differences are permanent in nature, GAAP requires that they be reclassified in the components of the net assets based on their ultimate characterization for federal income tax purposes. Any such reclassifications will have no effect on net assets, results of operations or net asset values per share of the Funds. These differences are primarily due to redemptions in kind, return of capital distributions and book/tax differences from underlying investments.
For the period ended November 30, 2022, the following reclassifications were made:
Fund | | Distributable Earnings (Losses) | | Paid-in Capital | |
North American Pipeline Fund | | | $(15,497,311 | ) | | | $15,497,311 | | |
Global Water ESG Fund | | | (1,472,639 | ) | | | 1,472,639 | | |
Use of Estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Share Valuation — The NAV per share of the Funds are calculated by dividing the sum of the value of the securities held by the Funds, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Funds, rounded to the nearest cent. The North American Pipeline Fund’s shares and Ecofin Global Water ESG Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Funds are equal to the Funds’ net asset value per share.
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 Trust. In addition, in the normal course of business, the Trust may enter into contracts that provide general indemnification to other parties. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred and may not occur. However, the Trust has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
Cash and Cash Equivalents — Cash and cash equivalents include short-term, liquid investments with an original maturity of three months or less and include money market fund accounts.
Illiquid Securities — A security may be considered illiquid if it lacks a readily available market. Securities are generally considered liquid if they can be sold or disposed of in the ordinary course of business within seven days at approximately the price at which the security is valued by the Fund. Illiquid securities may be valued under methods approved by the Board of Trustees (the “Board”) as reflecting fair value. The Funds will not hold more than 15% of the value of its net assets in illiquid securities. At November 30, 2022, the Global Water ESG Fund had investments in illiquid securities with a total value of $0 or 0.0% of total net assets. At November 30, 2022, the North American Pipeline Fund did not hold any illiquid securities.
Security | | Shares | | Date Acquired | | Cost Basis | |
CT Environmental Group Limited | | 113,060 | | 6/2018 | | $15,150 | |
Notes to Financial Statements (continued)
3. Securities Valuation
The Funds have adopted fair value accounting standards, which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded disclosure of valuation levels for major security types. These inputs are summarized in the three broad levels listed below:
Level 1 — | Quoted prices in active markets for identical assets or liabilities. |
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Level 2 — | Observable inputs other than quoted prices included in Level 1. These inputs may include quoted prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data. |
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Level 3 — | Significant unobservable inputs for the asset or liability, representing the Fund’s view of assumptions a market participant would use in valuing the asset or liability. |
Following is a description of the valuation techniques applied to each Fund’s major categories of assets and liabilities measured at fair value on a recurring basis. Each Fund’s investments are carried at fair value.
Common stock (including MLPs) — Securities that are primarily traded on a national securities exchange are valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and ask prices. Securities traded primarily on the Nasdaq Global Market System for which market quotations are readily available are valued using the Nasdaq Official Closing Price (“NOCP”). If the NOCP is not available, such securities are valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy.
Investment Companies — Investments in other mutual funds, including money market funds, are valued at their net asset value per share. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy.
The Board of Trustees (the “Board”) has adopted a pricing and valuation policy for use by the Funds and their Valuation Designee (as defined below) in calculating the Funds’ NAV. Pursuant to Rule 2a-5 under the 1940 Act, the Funds have designated Tortoise Index Solutions, LLC (the “Adviser”) as their “Valuation Designee” to perform all of the fair value determinations as well as to perform all of the responsibilities that may be performed by the Valuation Designee in accordance with Rule 2a-5. The Valuation Designee is authorized to make all necessary determinations of the fair values of portfolio securities and other assets for which market quotations are not readily available or if it is deemed that the prices obtained from brokers and dealers or independent pricing services are unreliable.
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.
The following table is a summary of the inputs used to value each Fund’s securities by level within the fair value hierarchy as of November 30, 2022:
North American Pipeline Fund | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Common stock | | $ | 458,115,838 | | | $ | — | | | $ | — | | | $ | 458,115,838 | |
Master limited partnerships | | | 101,492,966 | | | | — | | | | — | | | | 101,492,966 | |
Short-term investment | | | 306,202 | | | | — | | | | — | | | | 306,202 | |
Total investments in securities | | $ | 559,915,006 | | | $ | — | | | $ | — | | | $ | 559,915,006 | |
| | | | | | | | | | | | | | | | |
Global Water ESG Fund | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Common stock | | $ | 60,675,524 | | | $ | — | | | $ | — | | | $ | 60,675,524 | |
Short-term investment | | | 155,326 | | | | — | | | | — | | | | 155,326 | |
Total investments in securities | | $ | 60,830,850 | | | $ | — | | | $ | — | | | $ | 60,830,850 | |
Refer to each Fund’s Schedule of Investments for additional industry information.
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2022 Annual Report | November 30, 2022 |
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Notes to Financial Statements (continued)
The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value.
Global Water ESG Fund | | Investments in Securities | | |
Balance as of 11/30/2021 | | $ | — | | |
Accrued discounts/premiums | | | — | | |
Realized gain (loss) | | | — | | |
Change in net unrealized appreciation (depreciation) | | | — | | |
Net purchases (sales) | | | — | | |
Transfers into and/or out of Level 3 | | | — | | |
Balance as of 11/30/2022 | | $ | — | | |
Net unrealized depreciation of Level 3 Securities as of November 30, 2022 | | $ | (15,150 | ) | |
4. Concentration Risk and General Risk
Because the North American Pipeline Fund’s assets are concentrated in the energy pipeline industry and the Global Water ESG Fund’s assets are concentrated in the water industry, the Funds are subject to loss due to adverse occurrences that may affect those industries. Funds that primarily invest in a particular industry may experience greater volatility than funds investing in a broad range of industries.
The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain. The ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The operational and financial performance of the issuers of securities in which the Funds invest depends on future developments, including the duration and spread of the outbreak, and such uncertainty may in turn adversely affect the value and liquidity of the Funds’ investments, impair the Funds’ ability to satisfy redemption requests, and negatively impact the Funds’ performance.
On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Funds.
5. Investment Advisory Fee and Other Transactions with Affiliates
The Trust has an agreement with Tortoise Index Solutions, L.L.C. (the “Adviser”) to furnish investment advisory services to the Funds. Pursuant to an Investment Advisory Agreement between the Trust and the Adviser, the Adviser is entitled to receive, on a monthly basis, an annual advisory fee equal to 0.40% of each Fund’s average daily net assets. The Adviser bears the cost of all advisor and non-advisory services required to operate each Fund.
The Adviser has engaged Vident Investment Advisory, LLC (the “Sub-Adviser”) as the Sub-Adviser to the Funds. Subject to the supervision of the Adviser, the Sub-Adviser is primarily responsible for the day-to-day management of the Funds’ portfolio, including purchase, retention and sale of securities. Fees associated with these services are paid to the Sub-Adviser by the Adviser.
U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services” or the “Administrator”) acts as the Funds’ Administrator, Transfer Agent and Fund Accountant. U.S. Bank, N.A. (the “Custodian”) serves as the custodian to the Funds. The Custodian is an affiliate of the Administrator. The Administrator performs various administrative and accounting services for the Funds. The Administrator prepares various federal and state regulatory filings, reports and returns for the Funds; prepares reports and materials to be supplied to the Trustees and monitors the activities of the Funds’ custodian, transfer agent and accountants. The officers of the Trust including the Chief Compliance Officer are employees of the Administrator. As compensation for its services, the Administrator is entitled to a monthly fee at an annual rate based upon the average daily net assets of the Funds, subject to annual minimums.
Notes to Financial Statements (continued)
6. Investment Transactions
The aggregate purchases and sales, excluding U.S. government securities, short-term investments and in-kind transactions, by each Fund for the period ended November 30, 2022, were as follows:
| | Purchases | | | Sales | | |
North American Pipeline Fund | | $ | 66,836,307 | | | $ | 64,735,508 | | |
Global Water ESG Fund | | | 15,064,483 | | | | 15,366,666 | | |
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During the period ended November 30, 2022, in-kind transactions associated with creation and redemptions were as follows:
| | | | | | | | | |
| | Purchases | | | Sales | | |
North American Pipeline Fund | | $ | 103,048,312 | | | $ | 59,532,379 | | |
Global Water ESG Fund | | | 17,928,840 | | | | 8,723,026 | | |
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During the period ended November 30, 2022, net capital gains resulting from in-kind redemptions were as follows:
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North American Pipeline Fund | | $ | 19,362,507 | | | | | | |
Global Water ESG Fund | | | 1,813,438 | | | | | | |
7. Federal Tax Information
As of November 30, 2022, the Funds’ most recently completed fiscal year end, the cost basis of investments for federal income tax purposes and the components of accumulated gains (losses) on a tax basis were as follows:
| | North American Pipeline Fund | | | Global Water ESG Fund | | |
Cost of investments | | $ | 449,613,064 | | | $ | 63,947,907 | | |
Gross unrealized appreciation | | | 130,147,863 | | | | 4,564,707 | | |
Gross unrealized depreciation | | | (38,397,274 | ) | | | (7,683,468 | ) | |
Net unrealized appreciation (depreciation) | | | 91,75’0,589 | | | | (3,118,761 | ) | |
Undistributed ordinary income | | | — | | | | 469,619 | | |
Undistributed long-term capital gain | | | — | | | | — | | |
Total distributable earnings | | | — | | | | 469,619 | | |
Other accumulated losses | | | (3,741,317 | ) | | | (2,369,734 | ) | |
Total accumulated gain (loss) | | $ | 88,009,272 | | | $ | (5,018,876 | ) | |
The difference between book and tax-basis cost is attributable primarily to wash sales and master limited partnership (“MLP”) adjustments.
As of November 30, 2022, the North American Pipeline Fund had a short-term capital loss carryforward of $1,796,024 and a long-term capital loss carryforward of $1,945,293, and the Global Water ESG Fund had a short-term capital loss carryforward of $971,502 and a long-term capital loss carryforward of $1,398,232, which may be carried forward for an unlimited period under the Regulated Investment Company Modernization Act of 2010. To the extent Funds realize future net capital gains, those gains will be offset by any unused capital loss carryforwards. Capital loss carryforwards will retain their character as either short-term or long-term capital losses. Thus, such losses must be used first to offset gains of the same character; for example, long-term loss carryforwards will first offset long-term gains, before they can be used to offset short-term gains. The capital gains and losses have been estimated based on information currently available and are subject to revision upon receipt of the 2022 tax reporting information from the individual MLPs. As of November 30, 2022, the Tortoise North American Pipeline Fund utilized $3,978,914 of capital loss carryforwards in the current year.
In order to meet certain excise tax distribution requirements, the Funds are required to measure and distribute annually net capital gains realized during a twelve month period ending November 30 and net investment income earned during a twelve month period ending December 31. In connection with this, the Funds are permitted for tax purposes to defer into its next fiscal year qualified late year ordinary losses. Qualified late year ordinary losses are generally losses incurred between January 1 and the end of its fiscal year, November 30, 2022. The Funds did not defer any late year ordinary losses for the taxable year ended November 30, 2022.
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2022 Annual Report | November 30, 2022 |
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Notes to Financial Statements (continued)
During the period ended November 30, 2022 the Funds paid the following distributions to shareholders:
| | North American Pipeline Fund | | | Global Water ESG Fund | | |
Ordinary income* | | $ | 11,182,243 | | | $ | 1,033,125 | | |
Long-term capital gains** | | | — | | | | — | | |
Return of capital | | | 12,160,551 | | | | — | | |
Total distributions | | $ | 23,342,794 | | | $ | 1,033,125 | | |
| | | | | | | | | |
During the year ended November 30, 2021, the Funds paid the following distributions to shareholders: | |
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| | North American Pipeline Fund | | | Global Water ESG Fund | | |
Ordinary income* | | $ | 9,317,047 | | | $ | 414,433 | | |
Long-term capital gains** | | | — | | | | — | | |
Return of capital | | | 12,342,983 | | | | — | | |
Total distributions | | $ | 21,660,030 | | | $ | 414,433 | | |
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* | For federal income tax purposes, distributions of short-term capital gains are treated as ordinary income distributions. |
** | The Fund designates as long-term capital gain distributions, pursuant to Internal Revenue Code Section 852(b)(3)(c). |
8. Subsequent Events
On December 29, 2022, the North American Pipeline Fund paid an income distribution to shareholders in the amount of $6,291,000, or $0.27000000 per share.
On December 29, 2022, the Global Water ESG Fund paid an income distribution to shareholders in the amount of $567,173, or $0.36591807 per share.
Management has performed an evaluation of subsequent events through the date the financial statements were issued and has determined that no items require recognition or disclosure.
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Report of Independent Registered Public Accounting Firm |
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To the Shareholders of Tortoise North American Pipeline Fund
and Ecofin Global Water ESG Fund and
the Board of Trustees of Managed Portfolio Series
Opinion on the Financial Statements
We have audited the accompanying statements of assets and liabilities of Tortoise North American Pipeline Fund and Ecofin Global Water ESG Fund (collectively referred to as the “Funds”), (two of the Funds constituting the Managed Portfolio Series (the “Trust”)), including the schedules of investments, as of November 30, 2022, and the related statements of operations for the year then ended, the statements changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds (two of the funds constituting Managed Portfolio Series) at November 30, 2022, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended and their financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on each of the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of November 30, 2022, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the auditor of one or more of the portfolios that comprise the Managed Portfolio Series since 2011.
Minneapolis, Minnesota
January 27, 2023
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2022 Annual Report | November 30, 2022 |
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Trustees & Officers (unaudited) November 30, 2022 |
Name, Address and Year of Birth | | Position(s) Held with the Trust | | Term of Office and Length of Time Served | | Number of Portfolios in Trust Overseen by Trustee | | Principal Occupation(s) During the Past Five Years | | Other Directorships Held by Trustee During the Past Five Years |
Independent Trustees | | | | | | |
Leonard M. Rush, CPA 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1946 | | Chairman, Trustee and Audit Committee Chairman | | Indefinite Term; Since April 2011 | | 35 | | Retired, Chief Financial Officer, Robert W. Baird & Co. Incorporated (2000-2011). | | Independent Trustee, ETF Series Solutions (53 Portfolios) (2012-present). |
David A. Massart 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1967 | | Trustee | | Indefinite Term; Since April 2011 | | 35 | | Partner and Managing Director, Beacon Pointe Advisors, LLC (since 2022); Co-Founder and Chief Investment Strategist, Next Generation Wealth Management, Inc. (2005-2021). | | Independent Trustee, ETF Series Solutions (53 Portfolios) (2012-present). |
David M. Swanson 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1957 | | Trustee and Nominating & Governance Committee Chairman | | Indefinite Term; Since April 2011 | | 35 | | Founder and Managing Principal, SwanDog Strategic Marketing, LLC (2006-present). | | Independent Trustee, ALPS Variable Investment Trust (7 Portfolios) (2006-present); Independent Trustee, RiverNorth Funds (3 Portfolios) (2018-present); RiverNorth Managed Duration Municipal Income Fund Inc. (1 Portfolio) (2019-present); RiverNorth Specialty Finance Corporation (1 Portfolio) (2018-present); RiverNorth/ DoubleLine Strategic Opportunity Fund, Inc. (1 Portfolio) (2018-present); RiverNorth Opportunities Fund, Inc. (1 Portfolio) (2015-present); RiverNorth Opportunistic Municipal Income Fund, Inc. (1 Portfolio) (2018-present); RiverNorth Flexible Municipal Income Fund (2020-present). |
Robert J. Kern 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1958 | | Trustee | | Indefinite Term; Since January 2011 | | 35 | | Retired (2018-present); Executive Vice President, U.S. Bancorp Fund Services, LLC (1994-2018). | | None |
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Trustees & Officers (unaudited) (continued) November 30, 2022 |
Name, Address and Year of Birth | | Position(s) Held with the Trust | | Term of Office and Length of Time Served | | Number of Portfolios in Trust Overseen by Trustee | | Principal Occupation(s) During the Past Five Years | | Other Directorships Held by Trustee During the Past Five Years |
Officers | | | | | | | | | | |
Brian R. Wiedmeyer 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1973 | | President and Principal Executive Officer | | Indefinite Term; Since November 2018 | | N/A | | Vice President, U.S. Bancorp Fund Services, LLC (2005-present). | | N/A |
Deborah Ward 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1966 | | Vice President, Chief Compliance Officer and Anti-Money Laundering Officer | | Indefinite Term; Since April 2013 | | N/A | | Senior Vice President, U.S. Bancorp Fund Services, LLC (2004-present). | | N/A |
Benjamin Eirich 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1981 | | Treasurer, Principal Financial Officer and Vice President | | Indefinite Term; Since August 2019 (Treasurer); Indefinite Term; Since November 2018 (Vice President) | | N/A | | Assistant Vice President, U.S. Bancorp Fund Services, LLC (2008-present). | | N/A |
John Hadermayer 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1977 | | Secretary | | Indefinite Term; Since May 2022 | | N/A | | U.S. Bancorp Fund Services, LLC (2022-present); Executive Director, AQR Capital Management, LLC (2013-present). | | N/A |
Douglas Schafer 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1970 | | Assistant Treasurer and Vice President | | Indefinite Term; Since May 2016 (Assistant Treasurer); Indefinite Term; Since November 2018 (Vice President) | | N/A | | Assistant Vice President, U.S. Bancorp Fund Services, LLC (2002-present). | | N/A |
Sara Bollech 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1977 | | Assistant Treasurer and Vice President | | Indefinite Term: Since November 2021 | | N/A | | Officer, U.S. Bancorp Fund Services, LLC (2007-present). | | N/A |
Peter Walker, CPA 615 E. Michigan St. Milwaukee, WI 53202 Year of Birth: 1993 | | Assistant Treasurer and Vice President | | Indefinite Term: Since November 2021 | | N/A | | Officer, U.S. Bancorp Fund Services, LLC (2016-present). | | N/A |
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2022 Annual Report | November 30, 2022 |
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Additional Information (unaudited) |
Availability of Fund Portfolio Information
The Fund files complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT are available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-732-0330. The Funds’ Part F of Form N-PORT may also be obtained by calling toll-free 1-844-TR-INDEX or 1-844-874-6339.
Availability of Proxy Voting Information
A description of the Fund’s Proxy Voting Policies and Procedures is available without charge, upon request, by calling 1-844-TR-INDEX or 1-844-874-6339. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12 month period ended June 30, is available (1) without charge, upon request, by calling 1-844-TR-INDEX or 1-844-874-6339, or (2) on the SEC’s website at www.sec.gov.
Qualified Dividend Income/Dividends Received Deduction
For the fiscal year ended November 30, 2022, certain dividends paid by the Funds may be reported as qualified dividend income and may be eligible for taxation at capital gain rates. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00% and 100.00% for the North American Pipeline Fund and Global Water ESG Fund, respectively.
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended November 30, 2022 was 63.35% and 32.50% for the North American Pipeline Fund and Global Water ESG Fund, respectively.
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871(k)(2)(C) was 0.00%and 0.00% for the North American Pipeline Fund and Global Water ESG Fund, respectively.
Frequency Distribution of Premiums and Discounts
Information regarding how often shares of the Fund trades on the Exchange at a price about (i.e., at a premium) or below (i.e., at a discount) the NAV of the Fund is available, free of charge, on the Fund’s website at etp.tortoiseecofin.com.
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Additional Information (unaudited) (continued) |
Privacy Notice
The Funds collect only relevant information about you that the law allows or requires us to have in order to conduct our business and properly service you. The Funds collect financial and personal information about you (“Personal Information”) directly (e.g., information on account applications and other forms, such as your name, address, and social security number, and information provided to access account information or conduct account transactions online, such as password, account number, e-mail address, and alternate telephone number), and indirectly (e.g., information about your transactions with us, such as transaction amounts, account balance and account holdings).
The Funds do not disclose any non-public personal information about its shareholders or former shareholders other than for everyday business purposes such as to process a transaction, service an account, to respond to court orders and legal investigations or as otherwise permitted by law. Third parties that may receive this information include companies that provide transfer agency, technology and administrative services to the Funds, as well as the Funds’ investment adviser who is an affiliate of the Funds. If you maintain a retirement/educational custodial account directly with the Funds, we may also disclose your Personal Information to the custodian for that account for shareholder servicing purposes. We limit access to your Personal Information provided to unaffiliated third parties to information necessary to carry out their assigned responsibilities to the Funds. All shareholder records will be disposed of in accordance with applicable law.
The Trust maintains physical, electronic and procedural safeguards to protect Personal Information and requires its third parties service provides with access to such information to treat the Personal Information with the same high degree of confidentiality.
In the event that you hold shares of a Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, credit union or trust company, the privacy policy of the your financial intermediary would govern how their non-public personal information would be shared with unaffiliated third parties.
With respect to the Funds, issues and redemptions of their shares at net asset value (“NAV”) occur only in large aggregations of a specified number of shares (e.g., 50,000) called “Creation Units.” Only Authorized Participants (“APs”) may acquire shares directly from an ETF, and only APs may tender their ETF shares for redemption directly to the ETF, at NAV. APs must be (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the NSCC, a clearing agency that is registered with the SEC; or (ii) a DTC participant. In addition, each AP must execute a Participant Agreement that has been agreed to by the Funds’ distributor, and that has been accepted by the Funds’ transfer agent, with respect to purchases and redemptions of Creation Units.
Because of this structure, the Funds do not have any information regarding any “consumers” as defined in Rule 3 of Regulation S-P with respect to any ETFs, and consequently are not required by Regulation S-P to deliver a notice of the Funds’ privacy policy to any ETF shareholders.
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Contacts
Board of Trustees
David Massart
Leonard Rush, CPA
David Swanson
Robert Kern
Investment Adviser
Tortoise Index Solutions, L.L.C.
d/b/a TIS Advisors
6363 College Boulevard, Suite 100A
Overland Park, KS 66211
Independent Registered Public Accounting Firm
Ernst & Young LLP
700 Nicollet Mall, Suite 500
Minneapolis, MN 55402
Transfer Agent, Fund Accountant and Fund Administrator
U.S. Bancorp Fund Services, LLC
615 E. Michigan Street
Milwaukee, WI 53202
Distributor
Quasar Distributors, LLC
111 E. Kilbourn Avenue, Suite 2200
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive
Milwaukee, WI 53212
Fund Counsel
Stradley Ronon Stevens & Young LLP
2005 Market Street
Suite 2600
Philadelphia, PA 19103
844-TR-INDEX
(844-874-6339)
This report must be accompanied or preceded by a prospectus.
The Fund’s Statement of Additional Information contains additional information about the Fund’s trustees and is available without charge upon request by calling 1-844-TR-INDEX or 1-844-874-6339
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6363 College Boulevard
Overland Park, KS 66211
www.TortoiseEcofin.com
(b) Not applicable.
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any substantive amendments to its code of ethics during the period covered by this period.
The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.
A copy of the registrant’s code of ethics that applies to the registrant’s principal executive officer and principal financial officer is filed herewith.
Item 3. Audit Committee Financial Expert.
The registrant’s Board of Trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Leonard M. Rush is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past fiscal year. “Audit services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for the past fiscal year. “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning, including reviewing the Fund’s tax returns and distribution calculations. There were no “other services” provided by the principal accountant. For the fiscal years ended November 30, 2022 and November 30, 2021, the Fund’s principal accountant was Ernst & Young. The following table details the aggregate fees billed or expected to be billed for each of the last fiscal year for audit fees, audit-related fees, tax fees and other fees by the principal accountant.
| | FYE 11/30/2022 | | FYE 11/30/2021 |
(a) Audit Fees | | $173,800 | | $171,100 |
(b) Audit-Related Fees | | $0 | | $0 |
(c) Tax Fees | | $88,200 | | $95,640 |
(d) All Other Fees | | $0 | | $0 |
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(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the Registrant, including services provided to any entity affiliated with the Registrant.
(e)(2) The percentage of fees billed by Ernst & Young applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:
| | FYE 11/30/2022 | | FYE 11/30/2021 |
Audit-Related Fees | | 0% | | 0% |
Tax Fees | | 0% | | 0% |
All Other Fees | | 0% | | 0% |
(f) All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full-time permanent employees of the principal accountant.
(g) The following table indicates the non-audit fees, other than the tax services as noted above, billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.
(h) The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser is compatible with maintaining the principal accountant’s independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.
Non-Audit Related Fees | | FYE 11/30/2022 | | FYE 11/30/2021 |
Registrant | | $0 | | $0 |
Registrant’s Investment Adviser | | $29,850 | | $31,400 |
(i) Not applicable.
(j) Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).
Item 6. Investments.
(a) Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
(b) Not applicable.
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Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
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.
Item 11. Controls and Procedures.
(a) | The Registrant’s President and Treasurer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider. |
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(b) | There were no significant changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during 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. |
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 13. Exhibits.
(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.
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(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies.
(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.
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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) | Managed Portfolio Series | |
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| By (Signature and Title)* | /s/ Brian R. Wiedmeyer | |
| | Brian R. Wiedmeyer, President | |
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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/ Brian R. Wiedmeyer | |
| | Brian R. Wiedmeyer, President | |
| | | |
| By (Signature and Title)* | /s/ Benjamin J. Eirich | |
| | Benjamin J. Eirich, Treasurer | |
| | | |
* Print the name and title of each signing officer under his or her signature.
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