UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORMN-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number:811-22678
Salient MF Trust
(Exact name of registrant as specified in charter)
4265 San Felipe, 8th Floor
Houston, TX 77027
(Address of principal executive offices) (Zip code)
| | |
John A. Blaisdell, Principal Executive Officer Salient MF Trust 4265 San Felipe, 8th Floor Houston, TX 77027 (Name and address of agent for service) | | With a Copy To: George J. Zornada K&L Gates LLP State Street Financial Center One Lincoln St. Boston, MA 02111-2950 (617)261-3231 |
Registrant’s telephone number, including area code:(713)993-4001
Date of fiscal year end:December 31
Date of reporting period:June 30, 2019
FormN-CSR is to be used by management investment companies to file reports with the Commission, not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule30e-1 under the Investment Company Act of 1940 (17 CFR270.30e-1). The Commission may use the information provided on FormN-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by FormN-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in FormN-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. | Reports to Stockholders. |
The following is a copy of the report transmitted to shareholders of the Salient MLP & Energy Infrastructure Fund and Salient Tactical Plus Fund (collectively, the “Funds”), each a series of the registrant, pursuant to Rule30e-1 under the Investment Company Act of 1940, as amended (the “Act”) (17 CFR270.30e-1).
Table of Contents
The series of funds under the Salient MF Trust (“Salient Funds”) are distributed by:
Foreside Fund Services, LLC
Portland, Maine
The report has been prepared for the general information of the Funds’ shareholders. It is not authorized for distribution to prospective investors unless accompanied or proceeded by a current Funds’ Prospectus, which contains more complete information about Funds’ investment policies, management fees and expenses, experience of the management teams and other information. Investors are reminded to read the Prospectus before investing or sending money.
Shareholder Update | June 30, 2019
| | |
A MESSAGE FROM: | | John A. Blaisdell |
| | Chief Executive Officer |
Dear Shareholder:
We are pleased to share with you ourmid-year update. The first quarter of 2019 began with the U.S. stock market making a dramatic recovery following a fourth quarter market downturn that led to the largest market decline since 2011. U.S. equity markets continued their upward trajectory in the second quarter and the S&P 500 Index set a new record high. While uncertainty surrounding the trade war between the U.S. and China caused a market wobble, markets were able to stabilize and rally as investors were satiated by continued dovishness from the U.S. Federal Reserve and indications of progress in trade discussions. All of our mutual fund strategies successfully navigated the market recovery and trade uncertainty, delivering positive performance in the first half of the year.
I want to thank you, our shareholders, for the opportunity to be your investment partner. We are grateful for the trust you have placed in us in the past and know we must continually improve to earn it in the future.
Sincerely,
John A. Blaisdell
Chief Executive Officer
Salient Partners, L.P.
RISKS
There are risks involved with investing, including loss of principal. Past performance does not guarantee future results, share prices will fluctuate and you may have a gain or loss when you redeem shares.
S&P 500 Indexis an unmanaged index of 500 common stocks chosen to reflect the industries in the U.S. economy. One cannot invest directly in an index.
Salient is the trade name for Salient Partners, L.P., which together with its subsidiaries provides asset management and advisory services. This information is being provided solely for educational purposes and is not an offer to sell or solicitation of an offer to buy an interest in any investment fund. Any such offer or solicitation may only be made by means of a confidential private offering memorandum or prospectus relating to a particular fund and only in a manner consistent with federal and applicable state securities laws.
The series of funds under the Salient MF Trust are distributed by Foreside Fund Services, LLC.
Not FDIC Insured | No Bank Guarantee | May Lose Value
©2019 Salient. All rights reserved.
The discussions concerning the Funds included in this shareholder report may contain certain forward-looking statements about the factors that may affect performance of the Funds in the future, including the portfolio managers’ outlook regarding economic, financial, market, petroleum, political and other factors relevant to investment performance in the U.S. and abroad. These statements are based on the portfolio managers’ expectations concerning certain future events and their expected impact on the Funds and are current only through the date on the cover of this report. Forward-looking statements are inherently uncertain and are not intended to predict the future performance of the Funds. Actual events may cause adjustments in the portfolio managers’ strategies from those currently expected to be employed, and the outlook of the portfolio managers is subject to change.
1
Fund Performance (Unaudited)
Performance Results for Periods Ended June 30, 2019
See page 4 for important performance disclosure information about the Salient Funds.
The performance quoted represents past performance, does not guarantee future results and current performance may be lower or higher than the data quoted. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance data current to the most recentmonth-end may be obtained at www.salientfunds.com. Investment performance may reflect fee waivers in effect. In the absence of fee waivers, total return would be lower. Total return is based on NAV, assuming reinvestment of all distributions. Performance does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
| | | | | | | | | | | | | | | | |
Salient MLP & Energy Infrastructure Fund(a) | | 1 Year | | | 5 Year | | | Since Inception | | | Inception Date | |
Average Annual Total Return | | | | | | | | | | | | | | | | |
Class A (with sales load)(b) | | | -6.41 | % | | | -10.17 | % | | | -0.64 | % | | | 12/21/12 | |
| | | | |
Class A (without sales load)(c) | | | -0.95 | % | | | -9.15 | % | | | 0.23 | % | | | 12/21/12 | |
| | | | |
Class C (with CDSC)(d) | | | -1.79 | % | | | -9.87 | % | | | -1.02 | % | | | 01/08/13 | |
| | | | |
Class C (without CDSC)(e) | | | -2.74 | % | | | -9.87 | % | | | -1.02 | % | | | 01/08/13 | |
| | | | |
Class I | | | -0.74 | % | | | -8.95 | % | | | 0.75 | % | | | 09/19/12 | |
| | | | |
Class R6 | | | -0.67 | % | | | N/A | | | | 7.14 | % | | | 01/04/16 | |
| | | | |
Salient Tactical Plus Fund(f) | | 1 Year | | | 5 Year | | | Since Inception | | | Inception Date | |
Average Annual Total Return | | | | | | | | | | | | | | | | |
Class A (with sales load)(b) | �� | | 0.36 | % | | | 3.27 | % | | | 4.93 | % | | | 12/31/12 | |
| | | | |
Class A (without sales load)(c) | | | 6.19 | % | | | 4.44 | % | | | 5.84 | % | | | 12/31/12 | |
| | | | |
Class C (with CDSC)(d) | | | 4.42 | % | | | 3.63 | % | | | 5.03 | % | | | 12/31/12 | |
| | | | |
Class C (without CDSC)(e) | | | 5.42 | % | | | 3.63 | % | | | 5.03 | % | | | 12/31/12 | |
| | | | |
Class I | | | 6.43 | % | | | 4.64 | % | | | 6.06 | % | | | 12/31/12 | |
| | | | |
Class F | | | 6.73 | % | | | 4.97 | % | | | 6.40 | % | | | 12/31/12 | |
(a) Returns with sales charge reflect the deduction of current maximumfront-end sales charge of 5.50% for Class A shares and the maximum contingent deferred sales charge of 1.00%, which is applied to Class C shares. All returns reflect reinvestment of all dividend and capital gain distributions. The total annual operating expense ratios for the Fund, based on the current Fund prospectus dated May 1, 2019, are as follows: Class A shares are 1.46%, Class C shares are 2.21%, Class I shares are 1.23% and Class R6 shares are 1.15%. The advisor has contractually agreed to waive fees and/or reimburse expenses to maintain the Fund’s total operating expenses at 1.55% for Class A, 2.30% for Class C and 1.30% for Class I shares, excluding certain expenses, until April 30, 2020. Additional information pertaining to the June 30, 2019, expense ratios can be found in the financial highlights. Returns do not reflect the taxes that investors may pay on Fund distributions or the sale of Fund shares.
(b) Includes the effect of the maximum 5.50% sales charge.
(c) Excludes sales charge.
(d) Includes the 1.00% contingent deferred sales charge.
(e) Excludes the 1.00% contingent deferred sales charge.
(f) Returns with sales charge reflect the deduction of current maximumfront-end sales charge of 5.50% for Class A shares and the maximum contingent deferred sales charge of 1.00%, which is applied to Class C shares. All returns reflect reinvestment of all dividend and capital gain distributions. The total annual gross and net operating expense ratios for the Fund based on the current Fund prospectus dated May 1, 2019 are as follows: Class A shares are 2.89% and 1.82%, respectively, Class C shares are 5.50% and 2.57%, respectively, Class I shares are 2.55% and 1.57%, respectively and Class F shares are 2.42% and 1.26%, respectively. The advisor has contractually agreed to waive fees and/or reimburse expenses to maintain the Fund’s total operating expenses at 1.65% for Class A, 2.40% for Class C, 1.40% for Class I and 1.09% for Class F shares, excluding certain expenses, until April 30, 2020. Additional information pertaining to the June 30, 2019, expense ratios can be found in the financial highlights. Returns do not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares.
2
Fund Performance (Unaudited)
Performance Results for Periods Ended June 30, 2019
See page 4 for important performance disclosure information about the Salient Funds.
Class A/C/I shares of the Fund commenced operations on December 15, 2014. The returns prior to that date are those of the predecessor fund’s Investor Class shares, which commenced operations on December 31, 2012. Performance for the period from December 31, 2012, to December 14, 2014, reflects the gross performance of the Investor Class shares of the predecessor fund adjusted to apply the fees and anticipated expenses of Class A/C/I shares of the Fund. All share classes of the Fund are invested in the same portfolio of securities and returns only differ to the extent that fees and expenses of the classes are different. In the reorganization, Investor Class and Institutional Class shares of the Broadmark Tactical Fund were exchanged for Class F shares of the Salient Tactical Plus Fund.
3
Investment Disclosures (Unaudited)
Fund Risk Disclosures
There are risks involved with investing, including loss of principal. Past performance does not guarantee future results, share prices will fluctuate and you may have a gain or loss when you redeem shares.
Asset allocation does not assure profit or protect against risk.
Diversification does not assure profit or protect against risk.
Salient MLP & Energy Infrastructure Fund
The Fund’s investments are concentrated in the energy infrastructure industry with an emphasis on securities issued by MLPs, which may increase price fluctuation. The value of commodity-linked investments such as the MLPs and energy infrastructure companies (including midstream MLPs and energy infrastructure companies) in which the Fund invests are subject to risks specific to the industry they serve, such as fluctuations in commodity prices, reduced volumes of available natural gas or other energy commodities, slowdowns in new construction and acquisitions, a sustained reduced demand for crude oil, natural gas and refined petroleum products, depletion of the natural gas reserves or other commodities, changes in the macroeconomic or regulatory environment, environmental hazards, rising interest rates and threats of attack by terrorists on energy assets, each of which could affect the Fund’s profitability.
MLPs are subject to significant regulation and may be adversely affected by changes in the regulatory environment, including the risk that an MLP could lose its tax status as a partnership. If an MLP were to be obligated to pay federal income tax on its income at the corporate tax rate, the amount of cash available for distribution would be reduced and such distributions received by the Fund would be taxed under federal income tax laws applicable to corporate dividends received (as dividend income, return of capital or capital gain).
Investing in MLPs involves additional risks as compared to the risks of investing in common stock, including risks related to cash flow, dilution and voting rights. Such companies may trade less frequently than larger companies due to their smaller capitalizations, which may result in erratic price movement or difficulty in buying or selling.
Additional management fees and other expenses are associated with investing in MLP funds. The tax benefits received by an investor investing in the Fund differ from that of a direct investment in an MLP by an investor.
This document does not constitute an offering of any security, product, service or fund, including the Fund, for which an offer can be made only by the Fund’s prospectus.
No fund is a complete investment program and you may lose money investing in a fund. The Fund may engage in other investment practices that may involve additional risks and you should review the Fund prospectus for a complete description.
Salient Tactical Plus Fund
All securities investing and trading activities risk the loss of capital. No assurance can be given that the Fund’s investment activities will be successful or that the Fund’s shareholders will not suffer losses.
Equity securities may be subject to general movements in the stock market. The Fund may have exposure to or invest in equity securities of companies with small or medium capitalization, which involve certain risks that may differ from, or be greater than, those for larger companies, such as higher volatility, lower trading volume, lack of liquidity, fewer business lines and lack of public information.
The use of derivative instruments exposes the Fund to additional risks and transaction costs. These instruments come in many varieties and have a wide range of potential risks and rewards, and may include futures contracts, options on futures contracts, options (both written and purchased), swaps and swaptions. A risk of the Fund’s use of derivatives is that the fluctuations in their values may not correlate perfectly with the overall securities markets. Derivatives also provide the economic effect of financial leverage by creating additional investment exposure, as well as the potential for greater loss.
4
Investment Disclosures (Unaudited)
The Fund may take a short position in a derivative instrument, such as a future, forward or swap. A short position on a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying instrument. The Fund may also from time to time sell securities short, which involves borrowing and selling a security and covering such borrowed security through a later purchase. A short sale creates the risk of an unlimited loss, in that the price of the underlying security could theoretically increase without limit, thus increasing the cost of buying those securities to cover the short position.
The Fund invests in exchange-traded funds (ETFs) and in options on ETFs, exposing it to the risks associated with the investments held by such ETFs. The value of any investment in an ETF will fluctuate according to the performance of that ETF. In addition, the Fund will indirectly bear a proportionate share of expenses paid by each ETF in which the Fund invests. Further, individual shares of an ETF may be purchased and sold only on a national securities exchange through a broker-dealer. ETF shares trade at market prices rather than net asset value (“NAV”) and shares may trade at a price greater than NAV (a premium) or less than NAV (a discount). The market price of an ETF’s shares, like the price of any exchange-traded security, includes a“bid-ask spread” charged by the exchange specialists, market makers or other participants that trade the particular security.
The Fund invests in fixed-income securities, which are generally subject to credit risk and interest rate risk. Credit risk refers to the possibility that the issuer of a security will be unable to make interest payments and/or repay the principal on its debt. Interest rate risk refers to fluctuations in the value of a fixed-income security resulting from changes in the general level of interest rates. When the general level of interest rates goes up, the prices of most fixed-income securities go down. When the general level of interest rates goes down, the prices of most fixed-income securities go up.
The Fund may make foreign investments, which often involve special risks not present in U.S. investments that can increase the chances that the Fund will lose money.
To the extent that the Fund makes investments on a shorter-term basis, the Fund may as a result trade more frequently and incur higher levels of brokerage fees and commissions.
This document does not constitute an offering of any security, product, service or fund, including the Fund, for which an offer can be made only by the Fund’s prospectus.
No fund is a complete investment program and you may lose money investing in a fund. The Fund may engage in other investment practices that may involve additional risks and you should review the Fund prospectus for a complete description.
5
Disclosure of Fund Expenses (Unaudited)
For the Six Months Ended June 30, 2019
As a shareholder of the Salient Funds, you incur two types of costs: (1) transaction costs, including applicable sales charges (loads); and (2) ongoing costs, including management fees, distribution and service(12b-1) fees, shareholder services fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the(six-month) period and held for the entire period January 1, 2019 through June 30, 2019.
Actual Expenses
The first line for each share class of each Fund in the table provides information about actual account values and actual expenses. You may use this information, 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 applicable 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 for each share class of each Fund in 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 Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees or exchange fees. Therefore, the second line for each share class of each Fund within the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | | | | | |
Salient MLP & Energy Infrastructure Fund | | Beginning Account Value 01/01/19 | | Ending Account Value 06/30/19 | | Expense Ratios(a) | | Expenses Paid During Period(b) 01/01/19 – 06/30/19 |
Class A | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,176.30 | | | | | 1.53% | | | | $ | 8.26 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,017.21 | | | | | 1.53% | | | | $ | 7.65 | |
Class C | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,170.60 | | | | | 2.29% | | | | $ | 12.32 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,013.44 | | | | | 2.29% | | | | $ | 11.43 | |
Class I | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,177.90 | | | | | 1.31% | | | | $ | 7.07 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,018.30 | | | | | 1.31% | | | | $ | 6.56 | |
Class R6 | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,178.30 | | | | | 1.22% | | | | $ | 6.59 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,018.74 | | | | | 1.22% | | | | $ | 6.11 | |
Salient Tactical Plus Fund | | | | | | | | |
Class A | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,035.40 | | | | | 1.65% | | | | $ | 8.33 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,016.61 | | | | | 1.65% | | | | $ | 8.25 | |
6
Disclosure of Fund Expenses (Unaudited)
For the Six Months Ended June 30, 2019
| | | | | | | | | | | | | | | | | | | | |
Salient Tactical Plus Fund (continued) | | Beginning Account Value 01/01/19 | | Ending Account Value 06/30/19 | | Expense Ratios(a) | | Expenses Paid During Period(b) 01/01/19 – 06/30/19 |
Class C | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,031.10 | | | | | 2.40% | | | | $ | 12.09 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,012.89 | | | | | 2.40% | | | | $ | 11.98 | |
Class I | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,035.90 | | | | | 1.40% | | | | $ | 7.07 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,017.85 | | | | | 1.40% | | | | $ | 7.00 | |
Class F | | | | | | | | | | | | | | | | | | | | |
Actual | | | $ | 1,000.00 | | | | $ | 1,037.10 | | | | | 1.09% | | | | $ | 5.51 | |
| | | | |
Hypothetical | | | $ | 1,000.00 | | | | $ | 1,019.39 | | | | | 1.09% | | | | $ | 5.46 | |
(a) Annualized, based on the Fund’s most recent fiscal half year expenses.
(b) Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account values over the period, multiplied by the number of days in the most recent fiscal half year (181), then divided by 365.
7
Summary of Portfolio Holdings (See Note 11) (Unaudited)
Under Securities and Exchange Commission Rules, all funds are required to include in their annual and semi-annual shareholder reports a presentation of portfolio holdings in a table, chart or graph by reasonably identifiable categories. The following tables which present the allocation of portfolio holdings as a percent of total investments are provided in compliance with such requirements.
| | | | |
Salient MLP & Energy Infrastructure Fund | | | |
Gathering & Processing | | | 12.8% | |
| |
Liquids Transportation & Storage | | | 34.0% | |
| |
Marine Midstream | | | 0.8% | |
| |
Natural Gas Pipelines & Storage | | | 49.0% | |
| |
Other Energy & Infrastructure | | | 2.7% | |
| |
Refined Products | | | 0.7% | |
| | | 100.0% | |
| |
Salient Tactical Plus Fund | | | |
Equity Risk | | | 100.0% | |
| | | 100.0% | |
Schedule of Investments (See Note 11) (Unaudited)
Salient MLP & Energy Infrastructure Fund
June 30, 2019
| | | | | | | | |
| | Shares | | | Value (See Note 2) | |
Master Limited Partnerships and Related Companies—98.9% | | | | | |
Gathering & Processing—12.7% | | | | | | | | |
United States—12.7% | | | | | | | | |
Altus Midstream Co.(a) | | | 1,781,019 | | | $ | 6,625,391 | |
Antero Midstream Corp. | | | 1,935,316 | | | | 22,178,721 | |
Crestwood Equity Partners LP | | | 154,823 | | | | 5,538,019 | |
EnLink Midstream LLC | | | 1,654,614 | | | | 16,695,055 | |
Noble Midstream Partners LP | | | 236,610 | | | | 7,869,649 | |
Oasis Midstream Partners LP | | | 53,039 | | | | 1,140,339 | |
Targa Resources Corp.(b) | | | 1,280,139 | | | | 50,258,257 | |
Western Midstream Partners LP(b) | | | 316,377 | | | | 9,734,920 | |
| | | | | | | | |
| | | | | | | 120,040,351 | |
| | | | | | | | |
Liquids Transportation & Storage—33.6% | | | | | | | | |
Canada—18.2% | | | | | | | | |
Enbridge, Inc. | | | 2,322,189 | | | | 83,784,579 | |
Gibson Energy, Inc. | | | 977,303 | | | | 17,425,852 | |
Inter Pipeline, Ltd. | | | 1,584,444 | | | | 24,645,966 | |
TC Energy Corp. | | | 937,245 | | | | 46,412,372 | |
| | | | | | | | |
| | | | | | | 172,268,769 | |
| | | | | | | | |
United States—15.4% | | | | | | | | |
BP Midstream Partners LP(b) | | | 309,560 | | | | 4,791,989 | |
Genesis Energy LP(b) | | | 476,823 | | | | 10,442,424 | |
MPLX LP | | | 625,075 | | | | 20,121,164 | |
NGL Energy Partners LP(b) | | | 423,735 | | | | 6,258,566 | |
Phillips 66 Partners LP | | | 98,896 | | | | 4,880,518 | |
Plains All American Pipeline LP | | | 492,779 | | | | 11,999,169 | |
Plains GP Holdings LP, Class A | | | 2,159,981 | | | | 53,934,725 | |
Shell Midstream Partners LP(b) | | | 473,091 | | | | 9,802,445 | |
Tallgrass Energy LP(b) | | | 1,122,672 | | | | 23,699,606 | |
| | | | | | | | |
| | | | | | | 145,930,606 | |
| | | | | | | | |
Marine Midstream—0.8% | | | | | | | | |
Monaco—0.4% | | | | | | | | |
GasLog, Ltd. | | | 73,497 | | | | 1,058,357 | |
GasLog Partners LP | | | 112,394 | | | | 2,386,125 | |
| | | | | | | | |
| | | | | | | 3,444,482 | |
| | | | | | | | |
Norway—0.4% | | | | | | | | |
Golar LNG, Ltd. | | | 113,090 | | | | 2,089,903 | |
Golar LNG Partners LP | | | 183,151 | | | | 2,069,606 | |
| | | | | | | | |
| | | | | | | 4,159,509 | |
| | | | | | | | |
Natural Gas Pipelines & Storage—48.4% | | | | | | | | |
Canada—10.4% | | | | | | | | |
Keyera Corp. | | | 882,081 | | | | 22,699,500 | |
Pembina Pipeline Corp. | | | 681,133 | | | | 25,344,959 | |
Pembina Pipeline Corp. (CAD) | | | 1,361,416 | | | | 50,680,791 | |
| | | | | | | | |
| | | | | | | 98,725,250 | |
| | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 9 | | |
Schedule of Investments (See Note 11) (Unaudited)
Salient MLP & Energy Infrastructure Fund
June 30, 2019
| | | | | | | | |
| | Shares | | | Value (See Note 2) | |
United States—38.0% | | | | | | | | |
Cheniere Energy, Inc.(a)(b) | | | 680,077 | | | $ | 46,551,270 | |
DCP Midstream LP | | | 79,139 | | | | 2,318,773 | |
Energy Transfer LP | | | 4,741,864 | | | | 66,765,445 | |
Enterprise Products Partners LP | | | 2,254,918 | | | | 65,099,483 | |
Equitrans Midstream Corp.(b) | | | 511,758 | | | | 10,086,750 | |
Kinder Morgan, Inc. | | | 2,206,284 | | | | 46,067,210 | |
ONEOK, Inc. | | | 675,978 | | | | 46,514,046 | |
Tellurian, Inc.(a)(b) | | | 1,017,142 | | | | 7,984,565 | |
Williams Cos., Inc. | | | 2,439,673 | | | | 68,408,431 | |
| | | | | | | | |
| | | | | | | 359,795,973 | |
| | | | | | | | |
Other Energy & Infrastructure—2.7% | | | | | | | | |
United States—2.7% | | | | | | | | |
NextEra Energy Partners LP | | | 367,556 | | | | 17,734,577 | |
Rattler Midstream LP(a) | | | 395,269 | | | | 7,664,266 | |
| | | | | | | | |
| | | | | | | 25,398,843 | |
| | | | | | | | |
Refined Products—0.7% | | | | | | | | |
United States—0.7% | | | | | | | | |
Magellan Midstream Partners LP | | | 100,323 | | | | 6,420,672 | |
| | | | | | | | |
Total Master Limited Partnerships and Related Companies (Cost $814,979,377) | | | | | | | 936,184,455 | |
| | | | | | | | |
Total Investments—98.9% (Cost $814,979,377) | | | | 936,184,455 | |
Other Assets and Liabilities—1.1% | | | | | | | 10,121,135 | |
| | | | | | | | |
Total Net Assets—100.0% | | | | | | $ | 946,305,590 | |
| | | | | | | | |
All percentages disclosed are calculated by dividing the indicated amounts by net assets.
(a)Non-income producing security.
(b) All or a portion of this security is held as collateral for the written call options. As of June 30, 2019, the total fair value of securities held as collateral for the written call options is $21,211,055.
| | | | |
See accompanying Notes to Financial Statements. | | 10 | | |
Schedule of Investments (See Note 11) (Unaudited)
Salient MLP & Energy Infrastructure Fund
June 30, 2019
Written Call Options:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Description | | Counterparty | | Exercise Price | | Expiration Date | | Number of Contracts | | Notional Value | | Value | | Unrealized Appreciation/ (Depreciation) |
BP Midstream Partners LP | | Morgan Stanley | | | $ | 15 | | | | | July 2019 | | | | | 310 | | | | $ | 479,880 | | | | $ | (22,475 | ) | | | $ | (13,420 | ) |
Cheniere Energy, Inc. | | Morgan Stanley | | | $ | 70 | | | | | July 2019 | | | | | 70 | | | | | 479,150 | | | | | (6,510 | ) | | | | 399 | |
Equitrans Midstream Corp. | | Morgan Stanley | | | $ | 20 | | | | | July 2019 | | | | | 1,800 | | | | | 3,547,800 | | | | | (85,500 | ) | | | | (12,618 | ) |
Genesis Energy LP | | Morgan Stanley | | | $ | 23 | | | | | July 2019 | | | | | 715 | | | | | 1,565,850 | | | | | (17,875 | ) | | | | 10,160 | |
NGL Energy Partners LP | | Morgan Stanley | | | $ | 15 | | | | | July 2019 | | | | | 767 | | | | | 1,132,859 | | | | | (21,093 | ) | | | | 13,584 | |
Shell Midstream Partners LP | | Morgan Stanley | | | $ | 21 | | | | | July 2019 | | | | | 473 | | | | | 980,056 | | | | | (17,738 | ) | | | | (8,179 | ) |
Shell Midstream Partners LP | | Morgan Stanley | | | $ | 22 | | | | | July 2019 | | | | | 470 | | | | | 973,840 | | | | | (2,350 | ) | | | | 9,231 | |
Tallgrass Energy LP | | Morgan Stanley | | | $ | 25 | | | | | July 2019 | | | | | 1,120 | | | | | 2,364,320 | | | | | (2,800 | ) | | | | 18,716 | |
Targa Resources Corp. | | Morgan Stanley | | | $ | 40 | | | | | July 2019 | | | | | 1,280 | | | | | 5,025,280 | | | | | (105,600 | ) | | | | (24,052 | ) |
Tellurian, Inc. | | Morgan Stanley | | | $ | 10 | | | | | July 2019 | | | | | 1,000 | | | | | 785,000 | | | | | (7,500 | ) | | | | 11,710 | |
Western Midstream Partners LP | | Morgan Stanley | | | $ | 31 | | | | | July 2019 | | | | | 315 | | | | | 969,255 | | | | | (25,200 | ) | | | | (14,424 | ) |
Western Midstream Partners LP | | Morgan Stanley | | | $ | 32 | | | | | July 2019 | | | | | 945 | | | | | 2,907,765 | | | | | (42,524 | ) | | | | (13,976 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | $ | 21,211,055 | | | | $ | (357,165 | ) | | | $ | (22,869 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Allocation of Portfolio Holdings:
Salient MLP & Energy Infrastructure Fund invested in securities with exposure to the following countries as of June 30, 2019:
| | | | | | | | | | |
| | Value | | % of Total Investments |
United States | | | $ | 657,586,445 | | | | | 70.3 | % |
Canada | | | | 270,994,019 | | | | | 28.9 | % |
Monaco | | | | 3,444,482 | | | | | 0.4 | % |
Norway | | | | 4,159,509 | | | | | 0.4 | % |
| | | | | | | | | | |
| | | $ | 936,184,455 | | | | | 100.0 | % |
| | | | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 11 | | |
Schedule of Investments (See Note 11) (Unaudited)
Salient Tactical Plus Fund
June 30, 2019
| | | | | | | | | | |
| | Contracts/ Shares | | Value (See Note 2) |
Money Market Fund—96.6% | | | | | | |
United States—96.6% | | | | | | | | | | |
Fidelity® Investments Money Market Portfolio—Institutional Class, 2.3%(a) | | | | 53,669,757 | | | | $ | 53,669,757 | |
| | | | | | | | | | |
Total Money Market Fund (Cost $53,669,757) | | | | | | | | | 53,669,757 | |
| | | | | | | | | | |
Purchased Call Options—0.1% | | | | | | |
E-Mini S&P® 500 | | | | 312 | | | | | 68,640 | |
| | | | | | | | | | |
Total Purchased Call Options (Cost $105,731) | | | | | | | | | 68,640 | |
| | | | | | | | | | |
Total Investments—96.7% (Cost $53,775,488) | | | | | 53,738,397 | |
Other Assets and Liabilities—3.3%(b) | | | | | | | | | 1,821,542 | |
| | | | | | | | | | |
Total Net Assets—100.0% | | | | | | | | $ | 55,559,939 | |
| | | | | | | | | | |
All percentages disclosed are calculated by dividing the indicated amounts by net assets.
(a) The rate shown is the7-day effective as of June 30, 2019.
(b) Includes cash which is being held as collateral for futures contracts and purchased options.
Investment Abbreviations:
S&P—Standard & Poor’s
Purchased Call Options:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Description | | Exercise Price | | Expiration Date | | Number of Contracts | | Notional Value | | Value | | Unrealized Appreciation/ (Depreciation) |
E-Mini S&P® 500 | | | $ | 3,000 | | | | | July 2019 | | | | | 312 | | | | $ | 45,891,456 | | | | $ | 68,640 | | | | $ | (37,091 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | $ | 45,891,456 | | | | $ | 68,640 | | | | $ | (37,091 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Futures Contracts Purchased:
| | | | | | | | | | | | | | | | | | | | |
Description | | Contracts | | Expiration Date | | Notional Value | | Value and Unrealized Appreciation/ (Depreciation) |
E-Mini NASDAQ 100 | | | | 47 | | | | | September 2019 | | | | $ | 7,232,125 | | | | $ | 8,964 | |
E-Mini S&P® 500 | | | | 190 | | | | | September 2019 | | | | | 27,969,900 | | | | | 66,893 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | $ | 35,202,025 | | | | $ | 75,857 | |
| | | | | | | | | | | | | | | | | | | | |
Salient Tactical Plus Fund invested in the following asset categories as of June 30, 2019:
| | | | | | | | | | |
| | Value | | % of Total Investments |
Money Market Fund | | | $ | 53,669,757 | | | | | 99.9 | % |
Purchased Call Options | | | | 68,640 | | | | | 0.1 | % |
| | | | | | | | | | |
| | | $ | 53,738,397 | | | | | 100.0 | % |
| | | | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 12 | | |
Schedule of Investments (See Note 11) (Unaudited)
Salient Tactical Plus Fund
June 30, 2019
Salient Tactical Plus Fund invested in securities with exposure to the following countries as of June 30, 2019:
| | | | | | | | | | |
| | Value | | % of Total Investments |
United States | | | $ | 53,738,397 | | | | | 100.0 | % |
| | | | | | | | | | |
| | | $ | 53,738,397 | | | | | 100.0 | % |
| | | | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 13 | | |
Statements of Assets and Liabilities (Unaudited)
June 30, 2019
| | | | | | | | |
| | Salient MLP & Energy Infrastructure Fund | | | Salient Tactical Plus Fund | |
Assets: | | | | | | | | |
Investments, at value | | $ | 936,184,455 | | | $ | 53,738,397 | |
Cash | | | 9,665,682 | | | | 782,943 | |
Deposit with brokers for options and futures contracts | | | — | | | | 1,086,702 | |
Interest and dividends receivable | | | 1,185,785 | | | | 102,545 | |
Receivable for shares sold | | | 583,896 | | | | 3,033 | |
Receivable for investments sold | | | 1,831,557 | | | | — | |
Prepaids and other assets | | | 99,711 | | | | 30,603 | |
| | | | | | | | |
Total Assets | | | 949,551,086 | | | | 55,744,223 | |
| | | | | | | | |
Liabilities: | | | | | | | | |
Written options, at value | | | 357,165 | | | | — | |
Payable for shares redeemed | | | 1,063,595 | | | | — | |
Variation margin on futures contracts | | | — | | | | 105,904 | |
Payable to advisor | | | 732,041 | | | | 29,516 | |
Payable for distribution and service fees | | | 57,905 | | | | 447 | |
Deferred tax liability | | | 394,707 | | | | — | |
Accrued expenses and other liabilities | | | 640,083 | | | | 48,417 | |
| | | | | | | | |
Total Liabilities | | | 3,245,496 | | | | 184,284 | |
| | | | | | | | |
Total Net Assets | | $ | 946,305,590 | | | $ | 55,559,939 | |
| | | | | | | | |
Net Assets Consist of: | |
Paid-in capital | | $ | 1,599,609,872 | | | $ | 53,736,630 | |
Total distributable earnings | | | (653,304,282 | ) | | | 1,823,309 | |
| | | | | | | | |
Total Net Assets | | $ | 946,305,590 | | | $ | 55,559,939 | |
| | | | | | | | |
Investments, At Cost | | | 814,979,377 | | | | 53,775,488 | |
Pricing of Shares | | | | | | | | |
Class A Shares: | | | | | | | | |
Net Assets | | $ | 103,869,698 | | | $ | 606,082 | |
Shares of beneficial interest outstanding | | | 14,173,308 | | | | 51,779 | |
Net Asset Value, offering and redemption price per share | | $ | 7.33 | | | $ | 11.71 | |
Maximum offering price per share (NAV/0.9450, based on maximum sales charge of 5.50% of the offering price) | | $ | 7.76 | | | $ | 12.39 | |
Class C Shares: | | | | | | | | |
Net Assets | | $ | 45,517,075 | | | $ | 308,589 | |
Shares of beneficial interest outstanding | | | 6,257,878 | | | | 27,409 | |
Net Asset Value, offering and redemption price per share | | $ | 7.27 | | | $ | 11.26 | |
Class F Shares: | | | | | | | | |
Net Assets | | | — | | | $ | 31,423,726 | |
Shares of beneficial interest outstanding | | | — | | | | 2,616,329 | |
Net Asset Value, offering and redemption price per share | | $ | — | | | $ | 12.01 | |
Class I Shares: | | | | | | | | |
Net Assets | | $ | 772,005,955 | | | $ | 23,221,542 | |
Shares of beneficial interest outstanding | | | 105,673,106 | | | | 1,963,917 | |
Net Asset Value, offering and redemption price per share | | $ | 7.31 | | | $ | 11.82 | |
Class R6 Shares: | | | | | | | | |
Net Assets | | $ | 24,912,862 | | | | — | |
Shares of beneficial interest outstanding | | | 3,408,822 | | | | — | |
Net Asset Value, offering and redemption price per share | | $ | 7.31 | | | $ | — | |
| | | | |
See accompanying Notes to Financial Statements. | | 14 | | |
Statements of Operations (Unaudited)
For the Six Months Ended June 30, 2019
| | | | | | | | |
| | Salient MLP & Energy Infrastructure Fund | | | Salient Tactical Plus Fund | |
Investment Income: | |
Distributions from master limited partnerships | | $ | 9,415,813 | | | $ | — | |
Less return of capital on distributions | | | (9,415,813 | ) | | | — | |
| | | | | | | | |
Net investment income from master limited partnerships | | | — | | | | — | |
Dividends from master limited partnership related companies | | | 19,328,051 | | | | — | |
Less return of capital on dividends | | | (11,904,588 | ) | | | — | |
| | | | | | | | |
Net investment income from master limited partnership related companies | | | 7,423,463 | | | | — | |
Interest | | | 276,294 | | | | 17,702 | |
Dividends | | | — | | | | 578,414 | |
Foreign taxes withheld | | | (1,020,781 | ) | | | — | |
| | | | | | | | |
Total Investment Income | | | 6,678,976 | | | | 596,116 | |
| | | | | | | | |
Expenses: | |
Investment advisory fee | | | 4,637,919 | | | | 371,538 | |
Administration fees and expenses | | | 360,104 | | | | 24,212 | |
Distribution and service fees | | | | | | | | |
Class A | | | 124,185 | | | | 756 | |
Class C | | | 240,920 | | | | 2,945 | |
Administrative services fees | | | | | | | | |
Class A | | | 28,315 | | | | 274 | |
Class C | | | 16,150 | | | | 126 | |
Class I | | | 349,272 | | | | 9,361 | |
Class F | | | — | | | | 13,698 | |
Registration/filing fees | | | 45,578 | | | | 30,819 | |
Transfer agent fees and expenses | | | 28,838 | | | | 1,267 | |
Audit and tax preparation fee | | | 110,123 | | | | 21,169 | |
Custodian fee | | | 27,617 | | | | 1,621 | |
Legal fee | | | 133,849 | | | | 9,216 | |
Reports to shareholders and printing fees | | | 83,560 | | | | 2,275 | |
Compliance fees | | | 75,248 | | | | 3,614 | |
Trustees’ fees and expenses | | | 124,031 | | | | 5,657 | |
ReFlow fees (Note 2(o)) | | | 21,966 | | | | — | |
Other expenses | | | 136,542 | | | | 15,470 | |
| | | | | | | | |
Total expenses before waivers | | | 6,544,217 | | | | 514,018 | |
| | | | | | | | |
Less fees waived/reimbursed by investment advisor (See Note 4) | | | — | | | | (196,308 | ) |
| | | | | | | | |
Total Expenses | | | 6,544,217 | | | | 317,710 | |
| | | | | | | | |
Net Investment Income: | | | 134,759 | | | | 278,406 | |
| | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 15 | | |
Statements of Operations (Unaudited)
For the Six Months Ended June 30, 2019
| | | | | | | | |
| | Salient MLP & Energy Infrastructure Fund (Continued) | | | Salient Tactical Plus Fund (Continued) | |
Realized and Unrealized Gain/(Loss) on Investments: | | | | | | | | |
Net realized loss on investments and foreign currency translations | | $ | (51,347,036 | ) | | $ | (499,358 | ) |
Net realized gain on written options | | | 1,369,691 | | | | 107,295 | |
Net realized gain on futures contracts | | | — | | | | 1,997,339 | |
Net realized loss on foreign currency | | | (44,986 | ) | | | — | |
Deferred tax benefit/(expense) | | | (4,280 | ) | | | — | |
| | | | | | | | |
Net realized gain(loss) | | | (50,026,611 | ) | | | 1,605,276 | |
Change in unrealized appreciation/depreciation on: | | | | | | | | |
Investments | | | 206,945,357 | | | | 2,896 | |
Written options | | | (22,869 | ) | | | — | |
Futures contracts | | | — | | | | 75,857 | |
Translation of assets and liabilities in foreign currency transactions | | | 4,927 | | | | — | |
| | | | | | | | |
Change in unrealized appreciation/depreciation, before income taxes | | | 206,927,415 | | | �� | 78,753 | |
Deferred tax benefit/(expense) | | | (198,726 | ) | | | — | |
| | | | | | | | |
Change in unrealized appreciation/depreciation from investments | | | 206,728,689 | | | | 78,753 | |
| | | | | | | | |
Net Realized and Unrealized Gain on Investments, Written Options, Futures Contracts, and Foreign Currency Translations | | | 156,702,078 | | | | 1,684,029 | |
| | | | | | | | |
Net Increase in Net Assets Resulting From Operations | | $ | 156,836,837 | | | $ | 1,962,435 | |
| | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 16 | | |
Statements of Changes in Net Assets
| | | | | | | | | | | | | | | | |
| | Salient MLP & Energy Infrastructure Fund | | | Salient Tactical Plus Fund | |
| | For the Six Months Ended June 30, 2019 (Unaudited) | | | For the Year Ended December 31, 2018 | | | For the Six Months Ended June 30, 2019 (Unaudited) | | | For the Year Ended December 31, 2018 | |
Operations: | |
Net investment income | | $ | 134,759 | | | $ | 10,910,012 | | | $ | 278,406 | | | $ | 169,449 | |
Net realized gain/(loss) | | | (50,026,611 | ) | | | (197,627,587 | ) | | | 1,605,276 | | | | 743,654 | |
Net change in unrealized appreciation/depreciation | | | 206,728,689 | | | | (42,661,750 | ) | | | 78,753 | | | | (40,940 | ) |
| | | | | | | | | | | | | | | | |
Net increase/(decrease) in net assets resulting from operations | | | 156,836,837 | | | | (229,379,325 | ) | | | 1,962,435 | | | | 872,163 | |
| | | | | | | | | | | | | | | | |
Distributions to Shareholders: | | | | | | | | | | | | | | | | |
From distributable earnings | | | | | | | | | | | | | | | | |
Class A | | | (2,121,698 | ) | | | (1,242,868 | ) | | | — | | | | (18,204 | ) |
Class C | | | (870,180 | ) | | | (497,304 | ) | | | — | | | | (19,356 | ) |
Class I | | | (17,779,075 | ) | | | (9,661,641 | ) | | | — | | | | (516,333 | ) |
Class F | | | — | | | | — | | | | — | | | | (777,699 | ) |
Class R6 | | | (545,836 | ) | | | (236,685 | ) | | | — | | | | — | |
From return of capital | | | | | | | | | | | | | | | | |
Class A | | | — | | | | (5,564,471 | ) | | | — | | | | — | |
Class C | | | — | | | | (2,226,492 | ) | | | — | | | | — | |
Class I | | | — | | | | (43,256,358 | ) | | | — | | | | — | |
Class R6 | | | — | | | | (1,059,667 | ) | | | — | | | | — | |
| | | | | | | | | | | | | | | | |
Total distributions | | | (21,316,789 | ) | | | (63,745,486 | ) | | | — | | | | (1,331,592 | ) |
| | | | | | | | | | | | | | | | |
Capital Transactions: | | | | | | | | | | | | | | | | |
Class A | | | | | | | | | | | | | | | | |
Proceeds from shares issued | | | 15,198,991 | | | | 24,679,366 | | | | 6,600 | | | | 4,291,533 | |
Dividends reinvested | | | 2,063,866 | | | | 6,513,409 | | | | — | | | | 18,204 | |
Value of shares redeemed | | | (13,311,273 | ) | | | (72,209,337 | ) | | | (37,605 | ) | | | (12,511,224 | ) |
| | | | | | | | | | | | | | | | |
Class A capital transactions | | | 3,951,584 | | | | (41,016,562 | ) | | | (31,005 | ) | | | (8,201,487 | ) |
| | | | | | | | | | | | | | | | |
Class C | | | | | | | | | | | | | | | | |
Proceeds from shares issued | | | 705,954 | | | | 6,010,422 | | | | 56,250 | | | | 80,411 | |
Dividends reinvested | | | 853,326 | | | | 2,664,656 | | | | — | | | | 19,356 | |
Value of shares redeemed | | | (6,956,572 | ) | | | (24,624,527 | ) | | | (387,218 | ) | | | (332,935 | ) |
| | | | | | | | | | | | | | | | |
Class C capital transactions | | | (5,397,292 | ) | | | (15,949,449 | ) | | | (330,968 | ) | | | (233,168 | ) |
| | | | | | | | | | | | | | | | |
Class I | | | | | | | | | | | | | | | | |
Proceeds from shares issued | | | 131,718,046 | | | | 568,587,881 | | | | 5,106,518 | | | | 18,436,249 | |
Dividends reinvested | | | 13,366,067 | | | | 44,716,862 | | | | — | | | | 516,333 | |
Value of shares redeemed | | | (215,846,224 | ) | | | (709,746,778 | ) | | | (1,172,744 | ) | | | (2,491,645 | ) |
| | | | | | | | | | | | | | | | |
Class I capital transactions | | | (70,762,111 | ) | | | (96,442,035 | ) | | | 3,933,774 | | | | 16,460,937 | |
| | | | | | | | | | | | | | | | |
Class F | | | | | | | | | | | | | | | | |
Proceeds from shares issued | | | — | | | | — | | | | 3,671,148 | | | | 10,138,469 | |
Dividends reinvested | | | — | | | | — | | | | — | | | | 777,699 | |
Value of shares redeemed | | | — | | | | — | | | | (1,080,204 | ) | | | (1,533,374 | ) |
| | | | | | | | | | | | | | | | |
Class F capital transactions | | | — | | | | — | | | | 2,590,944 | | | | 9,382,794 | |
| | | | | | | | | | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 17 | | |
Statements of Changes in Net Assets
| | | | | | | | | | | | | | | | |
| | Salient MLP & Energy Infrastructure Fund (Continued) | | | Salient Tactical Plus Fund (Continued) | |
| | For the Six Months Ended June 30, 2019 (Unaudited) | | | For the Year Ended December 31, 2018 | | | For the Six Months Ended June 30, 2019 (Unaudited) | | | For the Year Ended December 31, 2018 | |
Class R6 | | | | | | | | | | | | | | | | |
Proceeds from shares issued | | $ | 1,119,493 | | | $ | 16,634,736 | | | $ | — | | | $ | — | |
Dividends reinvested | | | 271,074 | | | | 621,540 | | | | — | | | | — | |
Value of shares redeemed | | | (530,737 | ) | | | (1,190,931 | ) | | | — | | | | — | |
| | | | | | | | | | | | | | | | |
Class R6 capital transactions | | | 859,830 | | | | 16,065,345 | | | | — | | | | — | |
| | | | | | | | | | | | | | | | |
Change in Net Assets resulting from capital transactions | | | (71,347,989 | ) | | | (137,342,701 | ) | | | 6,162,745 | | | | 17,409,076 | |
| | | | | | | | | | | | | | | | |
Change in Net Assets | | $ | 64,172,059 | | | $ | (430,467,512 | ) | | $ | 8,125,180 | | | $ | 16,949,647 | |
Net Assets: | |
Beginning of period | | | 882,133,531 | | | | 1,312,601,043 | | | | 47,434,759 | | | | 30,485,112 | |
| | | | | | | | | | | | | | | | |
End of period | | $ | 946,305,590 | | | $ | 882,133,531 | | | $ | 55,559,939 | | | $ | 47,434,759 | |
| | | | | | | | | | | | | | | | |
Changes in shares outstanding: | | | | | | | | | | | | | | | | |
Class A | | | | | | | | | | | | | | | | |
Sold | | | 2,098,427 | | | | 3,204,814 | | | | 588 | | | | 368,100 | |
Distributions reinvested | | | 276,268 | | | | 851,739 | | | | — | | | | 1,610 | |
Redeemed | | | (1,804,019 | ) | | | (9,708,707 | ) | | | (3,267 | ) | | | (1,092,268 | ) |
| | | | | | | | | | | | | | | | |
Net increase/(decrease) in shares outstanding | | | 570,676 | | | | (5,652,154 | ) | | | (2,679 | ) | | | (722,558 | ) |
| | | | | | | | | | | | | | | | |
Class C | | | | | | | | | | | | | | | | |
Sold | | | 97,488 | | | | 790,909 | | | | 5,145 | | | | 7,212 | |
Distributions reinvested | | | 114,968 | | | | 350,552 | | | | — | | | | 1,773 | |
Redeemed | | | (956,071 | ) | | | (3,352,113 | ) | | | (35,302 | ) | | | (29,645 | ) |
| | | | | | | | | | | | | | | | |
Net decrease in shares outstanding | | | (743,615 | ) | | | (2,210,652 | ) | | | (30,157 | ) | | | (20,660 | ) |
| | | | | | | | | | | | | | | | |
Class I | | | | | | | | | | | | | | | | |
Sold | | | 18,266,545 | | | | 76,205,353 | | | | 442,955 | | | | 1,593,819 | |
Distributions reinvested | | | 1,794,924 | | | | 5,877,576 | | | | — | | | | 45,253 | |
Redeemed | | | (29,566,882 | ) | | | (98,106,630 | ) | | | (100,026 | ) | | | (214,027 | ) |
| | | | | | | | | | | | | | | | |
Net increase/(decrease) in shares outstanding | | | (9,505,413 | ) | | | (16,023,701 | ) | | | 342,929 | | | | 1,425,045 | |
| | | | | | | | | | | | | | | | |
Class F | | | | | | | | | | | | | | | | |
Sold | | | — | | | | — | | | | 316,451 | | | | 858,240 | |
Distributions reinvested | | | — | | | | — | | | | — | | | | 67,217 | |
Redeemed | | | — | | | | — | | | | (91,804 | ) | | | (129,657 | ) |
| | | | | | | | | | | | | | | | |
Net increase in shares outstanding | | | — | | | | — | | | | 224,647 | | | | 795,800 | |
| | | | | | | | | | | | | | | | |
Class R6 | | | | | | | | | | | | | | | | |
Sold | | | 148,378 | | | | 1,985,150 | | | | — | | | | — | |
Distributions reinvested | | | 36,417 | | | | 81,860 | | | | — | | | | — | |
Redeemed | | | (71,710 | ) | | | (156,118 | ) | | | — | | | | — | |
| | | | | | | | | | | | | | | | |
Net increase in shares outstanding | | | 113,085 | | | | 1,910,892 | | | | — | | | | — | |
| | | | | | | | | | | | | | | | |
| | | | |
See accompanying Notes to Financial Statements. | | 18 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient MLP & Energy Infrastructure Fund(a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Class A | |
| | Six Months Ended June 30, 2019 (Unaudited) | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | Year Ended December 31, 2016 | | | Year Ended December 31, 2015 | | | Year Ended December 31, 2014(b) | |
Net Asset Value, Beginning of Period | | $ | 6.36 | | | $ | 8.18 | | | $ | 9.31 | | | $ | 7.08 | | | $ | 13.31 | | | $ | 12.77 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)(c) | | | (0.01 | )(d) | | | 0.06 | | | | 0.04 | | | | 0.08 | | | | 0.11 | | | | 0.05 | |
Net realized and unrealized gain/(loss) on investments | | | 1.13 | | | | (1.50 | ) | | | (0.69 | ) | | | 2.71 | | | | (5.76 | ) | | | 1.03 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | 1.12 | | | | (1.44 | ) | | | (0.65 | ) | | | 2.79 | | | | (5.65 | ) | | | 1.08 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
From investment income | | | (0.15 | ) | | | (0.07 | ) | | | (0.04 | ) | | | (0.19 | ) | | | (0.17 | ) | | | (0.10 | ) |
From return of capital | | | — | | | | (0.31 | ) | | | (0.44 | ) | | | (0.37 | ) | | | (0.41 | ) | | | (0.44 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | (0.15 | ) | | | (0.38 | ) | | | (0.48 | ) | | | (0.56 | ) | | | (0.58 | ) | | | (0.54 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | 0.97 | | | | (1.82 | ) | | | (1.13 | ) | | | 2.23 | | | | (6.23 | ) | | | 0.54 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | $ | 7.33 | | | $ | 6.36 | | | $ | 8.18 | | | $ | 9.31 | | | $ | 7.08 | | | $ | 13.31 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return(e) | | | 17.63 | % | | | (18.33 | )% | | | (6.92 | )% | | | 41.90 | % | | | (44.10 | )% | | | 8.35 | % |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | $ | 103,870 | | | $ | 86,552 | | | $ | 157,413 | | | $ | 210,688 | | | $ | 127,069 | | | $ | 177,820 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Gross expenses (including tax expense/benefit) | | | 1.53 | % | | | 1.40 | % | | | 1.38 | % | | | 1.51 | % | | | 1.28 | % | | | 1.59 | %(f) |
Net expenses (including tax expense/benefit) | | | 1.53 | % | | | 1.40 | % | | | 1.38 | % | | | 1.51 | % | | | 1.28 | % | | | 1.65 | % |
Net expenses (excluding tax expense/benefit) | | | 1.49 | % | | | 1.46 | % | | | 1.43 | % | | | 1.44 | % | | | 1.45 | % | | | 1.48 | % |
Net investment income/(loss) | | | (0.19 | )% | | | 0.77 | % | | | 0.49 | % | | | 0.98 | % | | | 1.02 | % | | | 0.36 | % |
Portfolio Turnover Rate(g) | | | 22 | % | | | 48 | % | | | 32 | % | | | 23 | % | | | 39 | % | | | 19 | % |
(a) Prior to May 1, 2016, Salient MLP & Energy Infrastructure Fund was known as Salient MLP & Energy Infrastructure Fund II.
(b) Presented on a consolidated basis.
(c) Calculated based on average shares outstanding.
(d) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and redemptions of Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
(e) Total return calculations do not include any sales or redemption charges.
(f) The gross operating expenses are the expenses before reimbursement to Salient MLP & Energy Infrastructure Fund or recoupment by the Advisor.
(g) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 19 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient MLP & Energy Infrastructure Fund(a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Class C | |
| | Six Months Ended June 30, 2019 (Unaudited) | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | Year Ended December 31, 2016 | | | Year Ended December 31, 2015 | | | Year Ended December 31, 2014(b) | |
Net Asset Value, Beginning of Period | | $ | 6.32 | | | $ | 8.13 | | | $ | 9.26 | | | $ | 7.04 | | | $ | 13.23 | | | $ | 12.72 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)(c) | | | (0.03 | )(d) | | | (0.00 | )(d) | | | (0.03 | )(d) | | | 0.02 | | | | 0.03 | | | | (0.05 | ) |
Net realized and unrealized gain/(loss) on investments | | | 1.11 | | | | (1.49 | ) | | | (0.68 | ) | | | 2.69 | | | | (5.73 | ) | | | 1.02 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | 1.08 | | | | (1.49 | ) | | | (0.71 | ) | | | 2.71 | | | | (5.70 | ) | | | 0.97 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
From investment income | | | (0.13 | ) | | | (0.06 | ) | | | (0.04 | ) | | | (0.16 | ) | | | (0.08 | ) | | | (0.08 | ) |
From return of capital | | | — | | | | (0.26 | ) | | | (0.38 | ) | | | (0.33 | ) | | | (0.41 | ) | | | (0.38 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | (0.13 | ) | | | (0.32 | ) | | | (0.42 | ) | | | (0.49 | ) | | | (0.49 | ) | | | (0.46 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | 0.95 | | | | (1.81 | ) | | | (1.13 | ) | | | 2.22 | | | | (6.19 | ) | | | 0.51 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | $ | 7.27 | | | $ | 6.32 | | | $ | 8.13 | | | $ | 9.26 | | | $ | 7.04 | | | $ | 13.23 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return(e) | | | 17.06 | % | | | (18.89 | )% | | | (7.68 | )% | | | 40.66 | % | | | (44.50 | )% | | | 7.53 | % |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | $ | 45,517 | | | $ | 44,247 | | | $ | 74,862 | | | $ | 99,130 | | | $ | 78,112 | | | $ | 147,885 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Gross expenses (including tax expense/benefit) | | | 2.29 | % | | | 2.15 | % | | | 2.17 | % | | | 2.30 | % | | | 2.06 | % | | | 2.34 | %(f) |
Net expenses (including tax expense/benefit) | | | 2.29 | % | | | 2.15 | % | | | 2.17 | % | | | 2.30 | % | | | 2.06 | % | | | 2.40 | % |
Net expenses (excluding tax expense/benefit) | | | 2.25 | % | | | 2.21 | % | | | 2.22 | % | | | 2.23 | % | | | 2.20 | % | | | 2.23 | % |
Net investment income/(loss) | | | (0.87 | )% | | | (0.01 | )% | | | (0.33 | )% | | | 0.22 | % | | | 0.29 | % | | | (0.39 | )% |
Portfolio Turnover Rate(g) | | | 22 | % | | | 48 | % | | | 32 | % | | | 23 | % | | | 39 | % | | | 19 | % |
(a) Prior to May 1, 2016, Salient MLP & Energy Infrastructure Fund was known as Salient MLP & Energy Infrastructure Fund II.
(b) Presented on a consolidated basis.
(c) Calculated based on average shares outstanding.
(d) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and redemptions of Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
(e) Total return calculations do not include any sales or redemption charges.
(f) The gross operating expenses are the expenses before reimbursement to Salient MLP & Energy Infrastructure Fund or recoupment by the Advisor.
(g) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 20 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient MLP & Energy Infrastructure Fund(a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I | |
| | Six Months Ended June 30, 2019 (Unaudited) | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | Year Ended December 31, 2016 | | | Year Ended December 31, 2015 | | | Year Ended December 31, 2014(b) | |
Net Asset Value, Beginning of Period | | $ | 6.34 | | | $ | 8.15 | | | $ | 9.28 | | | $ | 7.07 | | | $ | 13.29 | | | $ | 12.76 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income(c) | | | 0.00 | (d) | | | 0.07 | | | | 0.06 | | | | 0.08 | | | | 0.15 | | | | 0.09 | |
Net realized and unrealized gain/(loss) on investments | | | 1.13 | | | | (1.49 | ) | | | (0.69 | ) | | | 2.72 | | | | (5.76 | ) | | | 1.02 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | 1.13 | | | | (1.42 | ) | | | (0.63 | ) | | | 2.80 | | | | (5.61 | ) | | | 1.11 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
From investment income | | | (0.16 | ) | | | (0.07 | ) | | | (0.04 | ) | | | (0.20 | ) | | | (0.20 | ) | | | (0.11 | ) |
From return of capital | | | — | | | | (0.32 | ) | | | (0.46 | ) | | | (0.39 | ) | | | (0.41 | ) | | | (0.47 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | (0.16 | ) | | | (0.39 | ) | | | (0.50 | ) | | | (0.59 | ) | | | (0.61 | ) | | | (0.58 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | 0.97 | | | | (1.81 | ) | | | (1.13 | ) | | | 2.21 | | | | (6.22 | ) | | | 0.53 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | $ | 7.31 | | | $ | 6.34 | | | $ | 8.15 | | | $ | 9.28 | | | $ | 7.07 | | | $ | 13.29 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return | | | 17.79 | % | | | (18.10 | )% | | | (6.77 | )% | | | 42.08 | % | | | (43.95 | )% | | | 8.56 | % |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | $ | 772,006 | | | $ | 730,427 | | | $ | 1,069,037 | | | $ | 1,218,042 | | | $ | 688,832 | | | $ | 1,149,509 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Gross expenses (including tax expense/benefit) | | | 1.31 | % | | | 1.17 | % | | | 1.17 | % | | | 1.33 | % | | | 1.04 | % | | | 1.34 | %(e) |
Net expenses (including tax expense/benefit) | | | 1.31 | % | | | 1.17 | % | | | 1.17 | % | | | 1.33 | % | | | 1.04 | % | | | 1.40 | % |
Net expenses (excluding tax expense/benefit) | | | 1.27 | % | | | 1.23 | % | | | 1.22 | % | | | 1.26 | % | | | 1.20 | % | | | 1.23 | % |
Net investment income | | | 0.10 | % | | | 0.95 | % | | | 0.65 | % | | | 1.03 | % | | | 1.31 | % | | | 0.61 | % |
Portfolio Turnover Rate(f) | | | 22 | % | | | 48 | % | | | 32 | % | | | 23 | % | | | 39 | % | | | 19 | % |
(a) Prior to May 1, 2016, Salient MLP & Energy Infrastructure Fund was known as Salient MLP & Energy Infrastructure Fund II.
(b) Presented on a consolidated basis.
(c) Calculated based on average shares outstanding.
(d) The amount represents less than 0.01 per average shares outstanding.
(e) The gross operating expenses are the expenses before reimbursement to Salient MLP & Energy Infrastructure Fund or recoupment by the Advisor.
(f) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 21 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient MLP & Energy Infrastructure Fund(a)
| | | | | | | | | | | | | | | | | | | | |
| | Class R6 |
| | Six Months Ended June 30, 2019 (Unaudited) | | Year Ended December 31, 2018 | | Year Ended December 31, 2017 | | Period ended December 31, 2016(b) |
Net Asset Value, Beginning of Period | | | $ | 6.34 | | | | $ | 8.15 | | | | $ | 9.28 | | | | $ | 7.12 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income(c) | | | | 0.01 | | | | | 0.09 | | | | | 0.10 | | | | | 0.01 | |
Net realized and unrealized gain/(loss) on investments | | | | 1.12 | | | | | (1.50 | ) | | | | (0.73 | ) | | | | 2.74 | |
| | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | | 1.13 | | | | | (1.41 | ) | | | | (0.63 | ) | | | | 2.75 | |
| | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | |
From investment income | | | | (0.16 | ) | | | | (0.07 | ) | | | | (0.04 | ) | | | | (0.20 | ) |
From return of capital | | | | — | | | | | (0.33 | ) | | | | (0.46 | ) | | | | (0.39 | ) |
| | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | | (0.16 | ) | | | | (0.40 | ) | | | | (0.50 | ) | | | | (0.59 | ) |
| | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | | 0.97 | | | | | (1.81 | ) | | | | (1.13 | ) | | | | 2.16 | |
| | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | | $ | 7.31 | | | | $ | 6.34 | | | | $ | 8.15 | | | | $ | 9.28 | |
| | | | | | | | | | | | | | | | | | | | |
Total Return(d) | | | | 17.83 | % | | | | (18.04 | )% | | | | (6.70 | )% | | | | 41.16 | % |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | | $ | 24,913 | | | | $ | 20,907 | | | | $ | 11,290 | | | | $ | 2,249 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | |
Gross expenses (including tax expense/benefit)(e) | | | | 1.22 | % | | | | 1.09 | % | | | | 1.10 | % | | | | 1.20 | % |
Net expenses (including tax expense/benefit)(e) | | | | 1.22 | % | | | | 1.09 | % | | | | 1.10 | % | | | | 1.20 | % |
Net expenses (excluding tax expense/benefit)(e) | | | | 1.18 | % | | | | 1.15 | % | | | | 1.15 | % | | | | 1.13 | % |
Net investment income(e) | | | | 0.19 | % | | | | 1.24 | % | | | | 1.19 | % | | | | 0.11 | % |
Portfolio Turnover Rate(f) | | | | 22 | % | | | | 48 | % | | | | 32 | % | | | | 23 | % |
(a) Prior to May 1, 2016, Salient MLP & Energy Infrastructure Fund was known as Salient MLP & Energy Infrastructure Fund II.
(b) Commenced operations on January 4, 2016.
(c) Calculated based on average shares outstanding.
(d) Not annualized for periods less than one year.
(e) Annualized for periods less than one year.
(f) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 22 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient Tactical Plus Fund(a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Class A | |
| | Six Months Ended June 30, 2019 (Unaudited) | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | Year Ended December 31, 2016 | | | Year Ended December 31, 2015 | | | Period ended December 31, 2014(b) | |
Net Asset Value, Beginning of Period | | $ | 11.31 | | | $ | 11.40 | | | $ | 11.45 | | | $ | 11.30 | | | $ | 11.86 | | | $ | 12.29 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)(c) | | | 0.04 | | | | (0.02 | )(d) | | | (0.11 | ) | | | (0.18 | ) | | | (0.22 | ) | | | 0.04 | |
Net realized and unrealized gain/(loss) on investments | | | 0.36 | | | | 0.28 | | | | 1.06 | | | | 0.81 | | | | (0.09 | ) | | | (0.29 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | 0.40 | | | | 0.26 | | | | 0.95 | | | | 0.63 | | | | (0.31 | ) | | | (0.25 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
From investment income | | | — | | | | (0.00 | )(e) | | | — | | | | — | | | | — | | | | — | |
From realized gain on investments | | | — | | | | (0.35 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | — | | | | (0.35 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | 0.40 | | | | (0.09 | ) | | | (0.05 | ) | | | 0.15 | | | | (0.56 | ) | | | (0.43 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | $ | 11.71 | | | $ | 11.31 | | | $ | 11.40 | | | $ | 11.45 | | | $ | 11.30 | | | $ | 11.86 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return(f) | | | 3.54 | % | | | 2.29 | % | | | 8.31 | % | | | 5.58 | % | | | (2.59 | )% | | | (2.06 | )% |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | $ | 606 | | | $ | 616 | | | $ | 8,858 | | | $ | 6,471 | | | $ | 3,489 | | | $ | 3 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Gross expenses(g) | | | 2.23 | % | | | 2.72 | % | | | 2.91 | % | | | 3.12 | % | | | 4.04 | % | | | 519.72 | % |
Net expenses(g)(h) | | �� | 1.65 | % | | | 1.65 | %(i) | | | 2.05 | % | | | 2.05 | % | | | 2.05 | % | | | 2.05 | % |
Net investment income/ (loss)(g) | | | 0.67 | % | | | (0.15 | )% | | | (0.96 | )% | | | (1.65 | )% | | | (1.93 | )% | | | 6.90 | % |
Portfolio Turnover Rate(j) | | | 637 | % | | | 5,067 | % | | | 3,584 | % | | | 4,668 | % | | | 146 | % | | | 0 | % |
(a) Prior to May 1, 2016, Salient Tactical Plus Fund was known as Salient Broadmark Tactical Plus Fund.
(b) Commencement of operations of Salient Broadmark Tactical Plus Fund is December 15, 2014. Amounts from December 1, 2014 through December 12, 2014 reflect the operations of the predecessor Broadmark Tactical Plus Fund.
(c) Calculated based on average shares outstanding.
(d) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and redemptions of Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
(e) Represents less than $0.005 or $(0.005).
(f) Not annualized for periods less than one year. Total return calculations do not include any sales or redemption charges.
(g) Annualized for periods less than one year.
(h) The ratios presented include an investment advisor waiver. Without this waiver, the expense ratios would be higher.
(i) Effective February 1, 2018, the annual expense limitation rate changed from 2.05% to 1.65%.
(j) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 23 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient Tactical Plus Fund(a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Class C | |
| | Six Months Ended June 30, 2019 (Unaudited) | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | Year Ended December 31, 2016 | | | Year Ended December 31, 2015 | | | Period ended December 31, 2014(b) | |
Net Asset Value, Beginning of Period | | $ | 10.92 | | | $ | 11.10 | | | $ | 11.26 | | | $ | 11.21 | | | $ | 11.86 | | | $ | 12.29 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)(c) | | | (0.00 | )(d) | | | (0.08 | )(d) | | | (0.19 | ) | | | (0.26 | ) | | | (0.30 | ) | | | 0.03 | |
Net realized and unrealized gain/(loss) on investments | | | 0.34 | | | | 0.25 | | | | 1.03 | | | | 0.79 | | | | (0.10 | ) | | | (0.28 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | 0.34 | | | | 0.17 | | | | 0.84 | | | | 0.53 | | | | (0.40 | ) | | | (0.25 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
From realized gain on investments | | | — | | | | (0.35 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | — | | | | (0.35 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | 0.34 | | | | (0.18 | ) | | | (0.16 | ) | | | 0.05 | | | | (0.65 | ) | | | (0.43 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | $ | 11.26 | | | $ | 10.92 | | | $ | 11.10 | | | $ | 11.26 | | | $ | 11.21 | | | $ | 11.86 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return(e) | | | 3.11 | % | | | 1.50 | % | | | 7.47 | % | | | 4.73 | % | | | (3.35 | )% | | | (2.06 | )% |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | $ | 309 | | | $ | 629 | | | $ | 868 | | | $ | 582 | | | $ | 50 | | | $ | 3 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Gross expenses(f) | | | 2.90 | % | | | 5.32 | % | | | 7.10 | % | | | 22.24 | % | | | 97.09 | % | | | 454.38 | % |
Net expenses(f)(g) | | | 2.40 | % | | | 2.40 | %(h) | | | 2.80 | % | | | 2.80 | % | | | 2.80 | % | | | 2.80 | % |
Net investment income/(loss)(f) | | | (0.07 | )% | | | (0.72 | )% | | | (1.68 | )% | | | (2.40 | )% | | | (2.69 | )% | | | 6.03 | % |
Portfolio Turnover Rate(i) | | | 637 | % | | | 5,067 | % | | | 3,584 | % | | | 4,668 | % | | | 146 | % | | | 0 | % |
(a) Prior to May 1, 2016, Salient Tactical Plus Fund was known as Salient Broadmark Tactical Plus Fund.
(b) Commencement of operations of Salient Broadmark Tactical Plus Fund is December 15, 2014. Amounts from December 1, 2014 through December 12, 2014 reflect the operations of the predecessor Broadmark Tactical Plus Fund.
(c) Calculated based on average shares outstanding.
(d) The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and redemptions of Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
(e) Not annualized for periods less than one year. Total return calculations do not include any sales or redemption charges.
(f) Annualized for periods less than one year.
(g) The ratios presented include an investment advisor waiver. Without this waiver, the expense ratios would be higher.
(h) Effective February 1, 2018, the annual expense limitation rate changed from 2.80% to 2.40%.
(i) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 24 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient Tactical Plus Fund(a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I | |
| | Six Months Ended June 30, 2019 (Unaudited) | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | Year Ended December 31, 2016 | | | Year Ended December 31, 2015 | | | Period ended December 31, 2014(b) | |
Net Asset Value, Beginning of Period | | $ | 11.41 | | | $ | 11.47 | | | $ | 11.49 | | | $ | 11.32 | | | $ | 11.86 | | | $ | 12.29 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)(c) | | | 0.05 | | | | 0.06 | | | | (0.09 | ) | | | (0.16 | ) | | | (0.19 | ) | | | 0.04 | |
Net realized and unrealized gain/(loss) on investments | | | 0.36 | | | | 0.24 | | | | 1.07 | | | | 0.81 | | | | (0.10 | ) | | | (0.29 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | 0.41 | | | | 0.30 | | | | 0.98 | | | | 0.65 | | | | (0.29 | ) | | | (0.25 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
From investment income | | | — | | | | (0.01 | ) | | | — | | | | — | | | | — | | | | — | |
From realized gain on investments | | | — | | | | (0.35 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | — | | | | (0.36 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | 0.41 | | | | (0.06 | ) | | | (0.02 | ) | | | 0.17 | | | | (0.54 | ) | | | (0.43 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | $ | 11.82 | | | $ | 11.41 | | | $ | 11.47 | | | $ | 11.49 | | | $ | 11.32 | | | $ | 11.86 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return(d) | | | 3.59 | % | | | 2.56 | % | | | 8.54 | % | | | 5.74 | % | | | (2.42 | )% | | | (2.06 | )% |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | $ | 23,222 | | | $ | 18,502 | | | $ | 2,248 | | | $ | 1,905 | | | $ | 539 | | | $ | 503 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Gross expenses(e) | | | 1.99 | % | | | 2.38 | % | | | 3.61 | % | | | 5.70 | % | | | 7.03 | % | | | 819.13 | % |
Net expenses(e)(f) | | | 1.40 | % | | | 1.40 | %(g) | | | 1.80 | % | | | 1.80 | % | | | 1.80 | % | | | 1.80 | % |
Net investment income/ (loss)(e) | | | 0.92 | % | | | 0.51 | % | | | (0.78 | )% | | | (1.40 | )% | | | (1.71 | )% | | | 7.03 | % |
Portfolio Turnover Rate(h) | | | 637 | % | | | 5,067 | % | | | 3,584 | % | | | 4,668 | % | | | 146 | % | | | 0 | % |
(a) Prior to May 1, 2016, Salient Tactical Plus Fund was known as Salient Broadmark Tactical Plus Fund.
(b) Commencement of operations of Salient Broadmark Tactical Plus Fund is December 15, 2014. Amounts from December 1, 2014 through December 12, 2014 reflect the operations of the predecessor Broadmark Tactical Plus Fund.
(c) Calculated based on average shares outstanding.
(d) Not annualized for periods less than one year.
(e) Annualized for periods less than one year.
(f) The ratios presented include an investment advisor waiver. Without this waiver, the expense ratios would be higher.
(g) Effective February 1, 2018, the annual expense limitation rate changed from 1.80% to 1.40%.
(h) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 25 | | |
Financial Highlights
For a share outstanding throughout the periods presented.
Salient Tactical Plus Fund(a)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Class F | |
| | Six Months Ended June 30, 2019 (Unaudited) | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | Year Ended December 31, 2016 | | | Year Ended December 31, 2015 | | | Period Ended December 31, 2014(b)(c) | |
Net Asset Value, Beginning of Period | | $ | 11.58 | | | $ | 11.60 | | | $ | 11.57 | | | $ | 11.37 | | | $ | 11.86 | | | $ | 12.29 | |
Income/(Loss) from Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)(d) | | | 0.07 | | | | 0.07 | | | | (0.05 | ) | | | (0.12 | ) | | | (0.16 | ) | | | 0.04 | |
Net realized and unrealized gain/(loss) on investments | | | 0.36 | | | | 0.27 | | | | 1.08 | | | | 0.80 | | | | (0.08 | ) | | | (0.29 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total from Investment Operations | | | 0.43 | | | | 0.34 | | | | 1.03 | | | | 0.68 | | | | (0.24 | ) | | | (0.25 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
From investment income | | | — | | | | (0.01 | ) | | | — | | | | — | | | | — | | | | — | |
From realized gain on investments | | | — | | | | (0.35 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Distributions | | | — | | | | (0.36 | ) | | | (1.00 | ) | | | (0.48 | ) | | | (0.25 | ) | | | (0.18 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase/(decrease) in Net Asset Value | | | 0.43 | | | | (0.02 | ) | | | 0.03 | | | | 0.20 | | | | (0.49 | ) | | | (0.43 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | | $ | 12.01 | | | $ | 11.58 | | | $ | 11.60 | | | $ | 11.57 | | | $ | 11.37 | | | $ | 11.86 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Return(e) | | | 3.71 | % | | | 2.91 | % | | | 8.91 | % | | | 5.98 | % | | | (2.00 | )% | | | (2.06 | )% |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period (000s) | | $ | 31,424 | | | $ | 27,688 | | | $ | 18,511 | | | $ | 17,050 | | | $ | 16,495 | | | $ | 30,743 | |
Ratios to Average Net Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Gross expenses(f) | | | 1.99 | % | | | 2.24 | % | | | 2.46 | % | | | 2.62 | % | | | 2.68 | % | | | 4.18 | % |
Net expenses(f)(g) | | | 1.09 | % | | | 1.09 | %(h) | | | 1.49 | % | | | 1.49 | % | | | 1.49 | % | | | 1.53 | % |
Net investment income/(loss)(f) | | | 1.23 | % | | | 0.63 | % | | | (0.42 | )% | | | (1.09 | )% | | | (1.40 | )% | | | 3.56 | % |
Portfolio Turnover Rate(i) | | | 637 | % | | | 5,067 | % | | | 3,584 | % | | | 4,668 | % | | | 146 | % | | | 0 | % |
(a) Prior to May 1, 2016, Salient Tactical Plus Fund was known as Salient Broadmark Tactical Plus Fund.
(b) Commencement of operations of Salient Broadmark Tactical Plus Fund is December 15, 2014. Amounts from December 1, 2014 through December 12, 2014 reflect the operations of the predecessor Broadmark Tactical Plus Fund.
(c) The Institutional Class was part of the predecessor Broadmark Tactical Plus Fund and was reorganized into Class F on December 15, 2014.
(d) Calculated based on average shares outstanding.
(e) Not annualized for periods less than one year.
(f) Annualized for periods less than one year.
(g) The ratios presented include an investment advisor waiver. Without this waiver, the expense ratios would be higher.
(h) Effective February 1, 2018, the annual expense limitation rate changed from 1.49% to 1.09%.
(i) Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. It is not annualized for periods less than one year.
| | | | |
See accompanying Notes to Financial Statements. | | 26 | | |
Notes to Financial Statements (Unaudited)
June 30, 2019
1. ORGANIZATION
Salient MF Trust (the “Trust”), a Delaware statutory trust, is anopen-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Trust was organized on November 15, 2011. As of June 30, 2019, the Trust is comprised of two registered funds. The accompanying financial statements are presented for the following funds (individually a “Fund” and collectively the “Funds”):
| | | | |
Fund | | Short Name | | Commencement of Operations |
Salient MLP & Energy Infrastructure Fund | | MLP Energy Fund | | September 19, 2012 |
Salient Tactical Plus Fund | | Tactical Plus Fund | | December 15, 2014 |
MLP Energy Fund is classified asnon-diversified under the 1940 Act. Tactical Plus Fund is classified as diversified under the 1940 Act. The Funds are authorized to issue an unlimited number of shares of beneficial interest (“Shares”) with no par value. The Funds offer Class A, Class C, and Class I shares. Additionally, MLP Energy Fund offers R6 shares and Tactical Plus Fund offers Class F Shares. All classes of shares have identical rights to earnings, assets and voting privileges, except for class specific expenses, sales charges, distribution, and exclusive rights to vote on matters affecting only individual classes. Class A Shares have a maximum sales charge of 5.50% as a percentage of the offering price on investments of less than $1 million (no sales charge for investments of $1 million or more). Class A Shares and Class C Shares are subject to a maximum contingent deferred sales charge of 1.00% if redeemed less than one year after purchase. Class C Shares are offered without anyfront-end sales charge. No sales charges are assessed with respect to Class I Shares, Class F shares and Class R6 Shares of the Funds.
MLP Energy Fund’s investment objective is to maximize total return (capital appreciation and income) by investing primarily in securities of Master Limited Partnerships (“MLPs”) and Energy Infrastructure Companies. Tactical Plus Fund’s investment objective is to produce, in any market environment, above-average risk adjusted returns and less downside volatility than the S&P 500 Index by investing primarily in a diversified portfolio of instruments that provide exposure to U.S. andnon-U.S. equity securities. The board of trustees of the Trust (each member thereof a “Trustee” and, collectively, the “Board of Trustees” or the “Board”) is authorized to engage an investment advisor, and pursuant to the investment management agreements for each of the Funds (each, an “Investment Management Agreement” and collectively,
the “Investment Management Agreements”), it has selected Salient Advisors, L.P. (“Salient Advisor”) for Tactical Plus Fund and Salient Capital Advisors, LLC (“SCA”) for MLP Energy Fund to manage each Fund’s portfolio and operations. Salient Advisor is a Texas limited partnership that is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and the Commodity Futures Trading Commission (the “CFTC”) as a commodity pool operator and commodity trading advisor and is a member of the National Futures Association. SCA is a Texas limited liability company that is registered as an investment adviser under the Advisers Act and the CFTC as a commodity pool operator and commodity trading advisor and is a member of the National Futures Association. Under the Investment Management Agreements, Salient Advisor and SCA are responsible for the establishment of an investment committee (the “Investment Committee”), which is responsible for developing, implementing, and supervising the Funds’ investment programs subject to the ultimate supervision of the Board. Broadmark Asset Management LLC (the“Sub-Advisor”) serves as the subadvisor to Tactical Plus Fund.
Prior to September 2, 2014, MLP Energy Fund may have invested up to 25% of its total assets in Salient MLP & Energy Infrastructure Fund II, Inc. (the “MLP Subsidiary”). MLP Subsidiary, which was wholly-owned by MLP Energy Fund, and therefore consolidated in MLP Energy Fund’s consolidated financial statements, was organized under the laws of the state of Delaware and for federal income tax purposes as a Subchapter “C” corporation. MLP Subsidiary was formed on September 19, 2012, and had been consolidated from its formation until its liquidation in September 2014. MLP Energy Fund invested in MLP Subsidiary in order to gain additional exposure to equity or debt securities of various master limited partnerships. Where the context requires, the “MLP Energy Fund” includes both MLP Energy Fund and MLP Subsidiary. In July 2014, SCA made the decision to liquidate MLP Subsidiary and simultaneously transfer the investments held to MLP Energy Fund. The orderly liquidation was completed on September 2, 2014 and investments made through the MLP Subsidiary were transferred to the MLP Energy Fund. As such, MLP Energy Fund is presented on an individual fund basis. See note 10 for additional tax disclosures related to the transfer of investments held by MLP Subsidiary to MLP Energy Fund.
2. SIGNIFICANT ACCOUNTING POLICIES
(a) BASIS OF ACCOUNTING
The accounting and reporting policies of the Funds conform with U.S. generally accepted accounting principles (“U.S. GAAP”). The financial
Notes to Financial Statements (Unaudited)
June 30, 2019
statements have been prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions relating to the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results may differ from those estimates and such differences may be significant. Each Fund is an investment company and follows the investment company accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, “Financial Services- Investment Companies”.
(b) PORTFOLIO VALUATION
The Funds record their investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value are further described below.
The Board has authorized Salient Advisor and SCA to each establish a valuation committee (the “Advisor Valuation Committee”), which includes representatives from each Fund’s investment advisor. The Advisor Valuation Committee’s function, subject to the oversight of the Board, is generally to review valuation methodologies, valuation determinations, and any information provided to the Advisor Valuation Committee by Salient Advisor, SCA, or ALPS Fund Services, Inc., the Funds’ independent administrator (the “Administrator”).
To the extent that the price of a security cannot be determined applying the methods described below, the Advisor Valuation Committee in conjunction with the Administrator will determine the price of the security pursuant to the fair value procedures approved by the Board.
Investments held by the Funds are valued as follows:
SECURITIES LISTED ON A SECURITIES EXCHANGE OROVER-THE-COUNTER EXCHANGES—In general, the Funds value these securities at their last sales price on the exchange orover-the-counter market or a market’s official closing price on the valuation date. If the security is listed on more than one exchange, the Funds use the price from the exchange that it considers to be the principal exchange on which the security is traded. If there have been no sales for that day on the exchange where the security is principally traded, then the price of the security will be valued at the mean between the closing “bid” and
“ask” prices on the valuation date. If no bid or ask prices are quoted before closing, the security will be valued using the last available sale price, or a price will be determined pursuant to the fair value procedures approved by the Board. As of the close of regular trading on the New York Stock Exchange (the “NYSE”), securities traded primarily on security exchanges outside the United States are valued at the last sale price on such exchanges on the valuation date, or if there is no sale on the valuation date, at the mean of the closing bid and ask prices. If no bid or ask prices are quoted before closing, the security will be valued using the last available sale price, or a price will be determined pursuant to the fair value procedures approved by the Board. If a security’s price is available from more than one exchange, the Funds use the exchange that is the primary market for the security. Fair Value determinations will be based on review of a number of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. If the Advisor Valuation Committee determines that closing prices do not reflect the fair value of the securities, the Fund will adjust the previous closing prices in accordance with pricing procedures approved by the Board to reflect what the Advisor Valuation Committee believes to be the fair value of the securities as of the close of regular trading on the NYSE. The Funds may also determine the fair value of securities in other situations, for example, when a particular foreign market is closed but a Fund is open. For foreign equity securities and foreign equity futures contracts, each Fund uses an outside pricing service to provide it with closing market prices and information used for adjusting those prices.
PUBLICLY-TRADED EQUITY SECURITIES ACQUIRED IN A DIRECT PLACEMENT TRANSACTION—Such securities may be subject to restrictions on resale that can affect the security’s liquidity and fair value. Such securities that are convertible or otherwise will become freely tradable will be valued based on the market value of the freely tradable security less an applicable restriction discount. Generally, the discount will initially be equal to the discount at which the Fund purchased the securities and thereafter will be periodically reassessed and likely reduced over the anticipated restricted period.
DERIVATIVES—Exchange traded futures contracts are valued using quoted closing prices from the national exchange on which
Notes to Financial Statements (Unaudited)
June 30, 2019
they are principally traded. If no such price is reported by such exchange on the valuation date, the Advisor Valuation Committee will determine the fair value in good faith using information that is available at such time.
Forward currency contracts have a market value determined by the prevailing daily foreign currency exchange rates and current foreign currency exchange forward rates. The foreign currency exchange forward rates are calculated using an automated system that estimates rates on the basis of the current day foreign currency exchange rates and forward foreign currency exchange rates supplied by a pricing vendor. Foreign currency exchange rates and foreign currency exchange forward rates may generally be obtained at the close of the NYSE, normally 4:00 p.m. Eastern Time.
Options that are listed on a securities exchange are generally valued on the valuation date at the mean of the closing bid and ask price of the posted market on the exchange on which they are listed. If on the valuation date the primary exchange is closed, the prior day price will be used. If no such price is reported, the fair value of such options will be determined in good faith using industry standard pricing models utilizing publicly available input information on the valuation date.
Options traded on anover-the-counter market are generally valued using the mean of the closing bid and ask prices provided by an independent pricing service. If a quotation is not available from the independent pricing service, the price is obtained from a broker (typically the counterparty to the option) on the valuation date. If no such price is available on the valuation date, the Advisor Valuation Committee in conjunction with the Administrator will determine the fair value of such options in good faith using information that is available at such time.
SECURITIES NOT ACTIVELY TRADED—The value of securities, derivatives or synthetic securities that are not actively traded on an exchange are determined by obtaining quotes from brokers that normally deal in such securities or by an unaffiliated pricing service that may use actual trade data or procedures using market indices, matrices, yield curves, specific trading characteristics of certain groups of securities, pricing models or a combination of these procedures. Securities for which independent pricing services are not available are valued pursuant to the valuation procedures approved by the Board.
OTHER—Investments inopen-end RICs that do not trade on an exchange are valued at the end of day NAV per share. Where no value is readily available from a RIC or other security, or where a value supplied by a RIC is deemed not to be indicative of the RIC’s value, the Advisor Valuation Committee, in consultation with the Administrator or the advisor, will determine, in good faith, the fair value of the RIC or other security. Investments in private placement securities and other securities for which market quotations are not readily available will be valued in good faith by using fair value procedures approved by the Board. Such fair value procedures may consider among other factors discounts to publicly traded issues, time until conversion date, securities with similar yields, quality, type of issue, coupon, duration and rating, and an analysis of the issuer’s financial statements and reports. If events occur that affect the value of the Funds’ securities before the net asset value has been calculated, the securities so affected will generally be priced using fair value procedures.
(c) SECURITIES TRANSACTIONS AND INVESTMENT INCOME
For financial statement purposes, security transactions are accounted for on a trade date basis. Accordingly, differences between the net asset values for financial statement purposes and for executing shareholders transactions may arise. Realized gains and losses on sales of securities are reported using the specific identification cost basis. Interest income, adjusted for accretion of discounts and amortization of premiums, is recognized on the accrual basis. Dividend income is recorded on theex-dividend date, except that certain dividends from foreign securities where theex-dividend date may have passed are recorded as soon as a Fund is informed of such dividends in the exercise of reasonable diligence. Distributions received from a Fund’s investments in MLPs generally are composed of ordinary income, capital gains and return of capital from the MLP.
(d) FOREIGN CURRENCY TRANSLATION
The books and records of the Funds are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE, normally 4:00 p.m. Eastern Time. The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed.
Notes to Financial Statements (Unaudited)
June 30, 2019
(e) MASTER LIMITED PARTNERSHIPS
Entities commonly referred to as MLPs are generally organized under state law as limited partnerships or limited liability companies. MLP Energy Fund invests in MLPs receiving partnership taxation treatment under the Internal Revenue Code of 1986, as amended (the “Code”), and whose interests or “units” are traded on securities exchanges like shares of corporate stock. To be treated as a partnership for U.S. federal income tax purposes, an MLP whose units are traded on a securities exchange must receive at least 90% of its income from qualifying sources such as interest, dividends, real property rents, gains on dispositions of real property, income and gains from mineral or natural resources activities, income and gains from the transportation or storage of certain fuels, and, in certain circumstances, income and gains from commodities or futures, forwards and options on commodities. Mineral or natural resources activities include exploration, development, production, processing, mining, refining, marketing and transportation (including pipelines) of oil and gas, minerals, geothermal energy, fertilizer, timber or industrial source carbon dioxide. An MLP consists of a general partner and limited partners (or in the case of MLPs organized as limited liability companies, a managing member and members).
The general partner or managing member typically controls the operations and management of the MLP and has an ownership stake in the partnership or limited-liability company. The limited partners or members, through their ownership of limited partner or member interests, provide capital to the entity, are intended to have no role in the operation and management of the entity and receive cash distributions. MLP Energy Fund’s investments in MLPs consist only of limited partner or member interest ownership. The MLPs themselves generally do not pay U.S. federal income taxes. Thus, unlike investors in corporate securities, direct MLP investors are generally not subject to double taxation (i.e., corporate level tax and tax on corporate dividends). Currently, most MLPs operate in the energy and/or natural resources sector.
(f) RESTRICTED SECURITIES
MLP Energy Fund may invest up to 15% of its total assets in unregistered or otherwise restricted securities. A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933 (the “1933 Act”) or pursuant to the resale limitations provided by Rule 144 under the 1933 Act, or an exemption from the registration requirements of the 1933 Act. Certain restricted securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.
As of June 30, 2019, MLP Energy Fund did not hold restricted securities.
(g) SHORT SALES
Certain Funds may sell securities short. Short sales are transactions in which a Fund sells a security that it does not own in anticipation of a decline in the value of that security. To complete such a transaction, a Fund must borrow the security to deliver to the buyer. The Fund is then obligated to replace the security borrowed by purchasing it in the open market at some later date. The Fund bears the risk of a loss if the market price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security. The Fund will realize a gain if the security declines in value between those dates. There can be no assurance that securities necessary to cover a short position will be available for purchase. All short sales must be fully collateralized. The Fund maintains collateral consisting of cash, U.S. government securities or other liquid assets in an amount at least equal to the value of their respective short positions. The Fund is liable for any dividends or interest payable on securities while those securities are in a short position. No Funds held securities sold short as of June 30, 2019.
(h) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
The Funds may invest in derivatives in order to meet their investment objectives. The risk in using derivatives varies depending upon the structure of the instruments. All open derivative positions atperiod-end are presented in the Funds’ Schedules of Investments. The following is a description of the derivative instruments the Funds utilize, including the primary underlying risk exposures related to each instrument type.
Futures:Tactical Plus Fund invests in futures contracts to gain exposure to, or hedge against, changes in the value of equities, commodities, interest rates or foreign currencies, or to gain exposure to momentum. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date. The underlying asset is not physically delivered. Futures contracts are valued at their quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to segregate liquid assets in accordance with the initial margin requirements of the clearinghouse to secure the Fund’s performance. The clearinghouse also requires daily settlement of variation margin representing changes in the value of each contract. Fluctuations in the value of the contracts are recorded as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as net realized gain (loss) on futures contracts. The primary risks associated with the use of futures contracts are
Notes to Financial Statements (Unaudited)
June 30, 2019
imperfect correlation between changes in fair values of the underlying assets and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty.
Options Writing/Purchasing:MLP Energy Fund writes equity call options with the purpose of generating realized gains from premiums as a means to enhance distributions to the Fund’s common shareholders. Tactical Plus Fund may purchase and write put and call options on broad-based stock indices and on individual securities as part of its investment strategy and for hedging purposes.
A call option on a security is a contract that gives the holder of such call option the right to buy the security underlying the call option from the writer of such call option at a specified price at any time during the term of the option. A put option gives the holder of such put option the right to sell the underlying security to the writer of such put option at a specified price at any time during the term of the option. When purchasing options, the Funds pay a premium which is recorded as the cost basis of the option and which is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. When an option is exercised or closed, premiums paid for purchasing options are offset against proceeds to determine the realized gain or loss on the transaction. When Funds write an option, an amount equal to the net premium received by the Fund is recorded as a liability and is subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are either exercised or closed are offset against the proceeds received or the amount paid on the
transaction to determine the realized gains or losses. As the writer of a covered call option, during the option’s life, the Fund gives up the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the strike price of the call, but the Fund retains the risk of loss should the price of the underlying security decline.
Swap Agreements:A Fund may enter into equity, interest rate, index, currency rate, and other types of swap agreements in an attempt to obtain a particular return without the need to actually purchase the reference asset. Swap agreements can be individually negotiated and structured to include exposure to a variety of different types of investments or market factors. Depending on their structure, swap agreements may increase or decrease a Fund’s exposure to long-term or short-term interest rates (in the U.S. or abroad), foreign currency values, mortgage securities, corporate borrowing rates, or other factors such as security prices, baskets of securities, or inflation rates.
Swap agreements aretwo-party contracts entered into primarily to exchange the returns (or differentials in rates of return) earned or realized on particular predetermined investments or instruments, which may be adjusted for an interest factor. The gross returns to be exchanged or “swapped” between the parties are generally calculated with respect to a “notional amount,” i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate, in a particular foreign currency, or in a “basket” of securities representing a particular index. No Funds invested in such swap agreements during the six months ended June 30, 2019, and no Funds held swap agreements as of June 30, 2019.
The following is a summary of the fair value of derivative instruments held directly by the Funds as of June 30, 2019, and where such derivatives are recorded:
| | | | | | | | | | | | |
| | Assets | | | Liabilities | |
Fund | | Investments at Value* | | | Variation Margin on Futures Contracts^ | | | Written options, at Value | |
Equity Risk Exposure: | | | | | | | | | | | | |
MLP Energy Fund | | $ | — | | | $ | — | | | $ | 357,166 | |
Tactical Plus Fund | | | 68,640 | | | | 105,904 | | | | — | |
* Includes purchased options contracts.
^ Includes cumulative appreciation/depreciation on futures contracts as reported in the Schedules of Investments. Only the current day’s net variation margin is reported in the Statements of Assets and Liabilities.
Notes to Financial Statements (Unaudited)
June 30, 2019
The following is a summary of the effect of derivative instruments on the Statements of Operations for the six months ended June 30, 2019:
| | | | | | | | | | | | | | | |
| | Realized Gain (Loss) on Derivatives Recognized as a Result from Operations |
Fund | | Net Realized Gains (Losses) on Investments* | | Net Realized Gains (Losses) from Written Options Contracts | | Net Realized Gains (Losses) from Futures Contracts |
Equity Risk Exposure: | | | | | | | | | | | | | | | |
MLP Energy Fund | | | $ | — | | | | $ | 1,369,691 | | | | $ | — | |
Tactical Plus Fund | | | | (444,383 | ) | | | | 107,295 | | | | | 1,997,339 | |
| | | | | | | | | | | | | | | |
| |
| | Change in Unrealized Appreciation/Depreciation on Derivatives Recognized as a Result of Operations |
Fund | | Change in unrealized appreciation/ depreciation on investments* | | Change in Unrealized Appreciation/ Depreciation on Futures Contracts | | Change in unrealized appreciation/ depreciation on written options |
Equity Risk Exposure: | | | | | | | | | | | | | | | |
MLP Energy Fund | | | $ | — | | | | $ | — | | | | $ | (22,869 | ) |
Tactical Plus Fund | | | | 2,896 | | | | | 75,857 | | | | | — | |
* Includes purchased options contracts.
As described above, the Funds utilized derivative instruments to achieve their investment objectives during the six months ended June 30, 2019. The Funds may enter into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreements”) or similar agreements with their derivative contract counterparties whereby the Funds may, under certain circumstances, offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. Under the current ISDA Master Agreements in
place, the Funds are subject to master netting agreements (“MNA”) that allow for amounts owed between each Fund and the counterparty to its transactions to be netted. The party that has the larger payable pays the excess of the larger amount over the smaller amount to the other party. The MNA do not apply to amounts owed to or from different counterparties. Under the current ISDA Master Agreements in place with Goldman Sachs, MNA apply only to amounts owed in the same currency and in respect of the same transaction.
The following is a summary of the average monthly notional value of futures contracts and options purchased and sold by the Funds for the six months ended June 30, 2019, as well as the respective notional amount outstanding as of June 30, 2019:
| | | | | | | | |
| | Average Monthly Notional Value | | | Notional Value Outstanding at June 30, 2019 | |
MLP Energy Fund | | | | | | | | |
Written call options | | $ | 17,890,898 | | | $ | 21,211,055 | |
Tactical Plus Fund | | | | | | | | |
Futures contracts purchased | | | 33,019,591 | | | | 35,202,025 | |
Futures contracts sold | | | — | | | | — | |
Purchased call options | | | 20,377,853 | | | | 45,891,456 | |
Purchased put options | | | 22,200,956 | | | | — | |
Written put options | | | 6,507,761 | | | | — | |
Notes to Financial Statements (Unaudited)
June 30, 2019
(i) CASH MANAGEMENT TRANSACTIONS
The Funds may hold cash balances in bank demand deposit accounts with the Funds’ custodian, Citibank, N.A. (“Citibank”). Such amounts are readily accessible to purchase investments or pay Fund expenses. The Funds consider liquid assets deposited in a bank demand deposit account to be cash equivalents. Cash and cash equivalents are valued at cost plus any accrued interest. The Funds may maintain demand deposit accounts that have an aggregate value in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. As a result, the Funds may be exposed to credit risk in the event of insolvency or other failure of Citibank to meet its obligations.
(j) CFTC REGULATION
The CFTC adopted rules to harmonize conflicting United States Securities and Exchange Commission (the “SEC”) and CFTC disclosure, reporting and recordkeeping requirements for registered investment companies that do not meet an exemption from the definition of commodity pool. The harmonization rules provide that the CFTC will accept the SEC’s disclosure, reporting, and recordkeeping regime as substituted compliance for substantially all of the otherwise applicable CFTC regulations as long as such investment companies meet the applicable SEC requirements.
With respect to MLP Energy Fund, SCA has claimed an exemption from the definition of the term “commodity pool operator” under CFTC Regulation 4.5 of the Commodity Exchange Act (“CEA”). As such, MLP Energy Fund is not currently subject to registration or regulation as commodity pools under the CEA.
With respect to Tactical Plus Fund, Salient Advisor has not made an initial filing under CFTC Regulation 4.5 of the CEA. Salient Advisor meets the definition of a commodity pool operator with respect to this Fund, and it will be subject to regulation by the CFTC as a commodity pool.
(k) DISTRIBUTIONS TO SHAREHOLDERS
Dividends from net investment income, if any, are declared and paid quarterly for MLP Energy Fund and annually for Tactical Plus Fund. Distributions from net realized capital gains, if any, are normally distributed annually and may include short-term capital gains. All net short-term capital gains are included in ordinary income for tax purposes. Distributions to shareholders are recorded on theex-dividend date. The Funds may also pay, at the end of the calendar year, a special distribution to comply with requirements under the Code.
For MLP Energy Fund, the character of distributions made during the year from net investment income or net capital gains may differ from its ultimate characterization for federal income tax purposes.
The amount of distributions from net investment income and net realized gains is determined in accordance with federal income tax regulations which may differ from U.S. GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., return of capital, differing treatment on certain investments, net operating loss, distribution reclassification, certain gain/loss and certain distributions), such amounts are reclassified within the composition of net assets based on their federaltax-basis treatment; temporary differences (e.g., wash sales and differing treatment on certain investments) do not require a reclassification. To the extent distributions exceed distributable earnings for tax purposes they are reported as return of capital.
(l) RETURN OF CAPITAL ESTIMATES
Distributions received from MLP Energy Fund’s investments in MLPs generally are comprised of income, capital gains and return of capital. MLP Energy Fund records investment income, realized gains, and return of capital based on estimates made at the time such distributions are received. Such estimates are based on historical information available from each MLP and other industry sources. These estimates may subsequently be revised based on information received from MLPs after their tax reporting periods are concluded.
For the six months ended June 30, 2019, MLP Energy Fund estimated that approximately 100% of the MLP distributions received would be treated as a return of capital. MLP Energy Fund recorded as return of capital the amount of $21,320,401 of dividends and distributions received from its investments. Net realized loss was decreased by $23,645,444 and change in net unrealized appreciation/depreciation was increased by $2,325,043 in the accompanying Statements of Operations, attributable to the recording of cumulative distributions as a reduction in the cost basis of investments.
(m) FEDERAL AND OTHER TAXES
The Funds intend to continue to comply with the requirements of the Code applicable to regulated investment companies and to distribute all of their taxable income to shareholders. Also, in order to avoid the payment of any federal excise taxes, the Funds will distribute substantially all of their net investment income and net realized gains on a calendar year basis.
Notes to Financial Statements (Unaudited)
June 30, 2019
For the tax years ended 2015 through 2018, and for all major jurisdictions, management of the Funds has evaluated the tax positions taken or expected to be taken in the course of preparing their tax returns to determine whether the tax positions will“more-likely-than-not” be sustained by the Funds upon challenge by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold and that would result in a tax benefit or expense to the Funds would be recorded as a tax benefit or expense in the current period. For the six months ended June 30, 2019, MLP Energy Fund recognized $4,280 of tax expense. Tactical Plus Fund did not recognize any amounts for unrecognized tax benefit/expense. The following provides a reconciliation of the recognized tax benefit/expense:
| | | | | | | | | | | | | | | |
Fund | | Recognized tax benefit/(expense) as of December 31, 2018 | | Recognized tax benefit/(expense) | | Recognized tax benefit/(expense) as of June 30, 2019 |
MLP Energy Fund | | | $ | — | | | | $ | (4,280 | ) | | | $ | (4,280 | ) |
Tactical Plus Fund | | | | — | | | | | — | | | | | — | |
(n) ALLOCATIONS
Expenses directly related to a Fund are charged directly to that Fund. Other operating expenses of the Trust not directly related to a Fund are prorated to each Fund in the Trust on the basis of relative net assets or another appropriate basis. Income, expenses, and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets. Fees provided under a distribution (Rule12b-1 of the 1940 Act) plan and administrative service fees paid to intermediaries or financial institutions for a particular class of a Fund are charged to the expenses of such class.
(o) REFLOW TRANSACTIONS
Certain Funds may participate in ReFlow, a program designed to provide an alternative liquidity source for mutual funds experiencing redemptions of their shares. In order to pay cash to shareholders who redeem their shares on a given day, a mutual fund typically must hold cash in its portfolio, liquidate portfolio securities, or borrow money, all of which impose certain costs on the fund. ReFlow provides participating mutual funds with another source of cash by standing ready to purchase shares from a fund equal to the amount of the fund’s net redemptions on a given day. ReFlow then generally redeems those shares when the fund experiences net sales. In return for this service, the fund will pay a fee to ReFlow at a rate determined by a daily auction with other participating mutual funds. The costs to a Fund for participating in ReFlow are generally expected to be influenced by and comparable to the cost of other sources of liquidity, such as the Fund’s short-term lending arrangements or the costs of selling portfolio securities to meet redemptions. ReFlow is prohibited from acquiring more than 3% of the outstanding voting securities of any Fund. The Board has adopted certain procedures to govern the Funds’ participation in ReFlow. ReFlow fees that were incurred by the Funds during the six months ended June 30, 2019 are recorded in the Statement of Operations, if applicable.
3. FAIR VALUE MEASUREMENTS
A three-tier hierarchy has been established to classify fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.
Various inputs are used in determining the value of each Fund’s investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:
Level 1—Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that a Fund has the ability to access at the measurement date. Investments in any underlying open-ended investment companies are valued at their net asset value daily and classified as Level 1.
Level 2—Quoted prices in markets which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability.
Level 3—Significant unobservable prices or inputs (including the Fund’s own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.
Notes to Financial Statements (Unaudited)
June 30, 2019
The following tables summarize the Funds’ investments and derivative financial instruments categorized in the disclosure hierarchy as of June 30, 2019:
| | | | | | | | | | | | | | | | |
Investments in Securities | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
MLP Energy Fund | | | | | | | | | | | | | | | | |
Master Limited Partnerships and Related Companies(a) | | $ | 936,184,455 | | | $ | — | | | $ | — | | | $ | 936,184,455 | |
| | | | | | | | | | | | | | | | |
Total | | $ | 936,184,455 | | | $ | — | | | $ | — | | | $ | 936,184,455 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Tactical Plus Fund | | | | | | | | | | | | | | | | |
Money Market Fund | | $ | 53,669,757 | | | $ | — | | | $ | — | | | $ | 53,669,757 | |
Purchased Options | | | 68,640 | | | | — | | | | — | | | | 68,640 | |
| | | | | | | | | | | | | | | | |
Total | | $ | 53,738,397 | | | $ | — | | | $ | — | | | $ | 53,738,397 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Other Financial Instruments(b) | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
MLP Energy Fund | | | | | | | | | | | | | | | | |
Assets | | | | | | | | | | | | | | | | |
Written Options | | $ | 63,800 | | | $ | — | | | $ | — | | | $ | 63,800 | |
Liabilities | | | | | | | | | | | | | | | | |
Written Options | | | (86,669 | ) | | | — | | | | — | | | | (86,669 | ) |
| | | | | | | | | | | | | | | | |
Total | | $ | (22,869 | ) | | $ | — | | | $ | — | | | $ | (22,869 | ) |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Tactical Plus Fund | | | | | | | | | | | | | | | | |
Assets | | | | | | | | | | | | | | | | |
Futures Contracts | | $ | 75,857 | | | $ | — | | | $ | — | | | $ | 75,857 | |
| | | | | | | | | | | | | | | | |
Total | | $ | 75,857 | | | $ | — | | | $ | — | | | $ | 75,857 | |
| | | | | | | | | | | | | | | | |
(a) For detailed descriptions of industry or country see the accompanying Schedule of Investments.
(b) Other financial instruments include any derivative instruments not reflected in the Schedules of Investments as Investment Securities, such as futures contracts and written options. These investments are generally presented as other assets and liabilities in the Schedules of Investments at the unrealized gain or loss on the investment.
For the six months ended June 30, 2019, no Funds had transfers between the fair value levels designated in the preceding table and unobservable inputs (Level 3) used in determining fair value. Therefore,
a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value is not applicable.
4. INVESTMENT MANAGEMENT SERVICES
In consideration of the advisory and other services provided by each investment advisor, under the terms of the Investment Management Agreement between Salient Advisor and Tactical Plus Fund and between SCA and MLP Energy Fund, Salient Advisor and SCA are entitled to receive a fee calculated daily and payable monthly at the following annual rates, as of June 30, 2019, based on each Fund’s average daily net assets:
| | |
Fund | | Investment Advisory Fee |
MLP Energy Fund | | 0.95% |
| |
Tactical Plus Fund | | 1.45% |
Notes to Financial Statements (Unaudited)
June 30, 2019
The Trust and Salient Advisor have entered into an investmentsub-advisory agreement with theSub-advisor for Tactical Plus Fund. Pursuant to this agreement, theSub-Advisor provides investmentsub-advisory services to the Fund and is entitled to receive a fee from Salient Advisor calculated daily and payable monthly at the annual rate of 0.725% of the Fund’s average daily net assets.
Expense Limitations:Salient Advisor and SCA have entered into Expense Limitation Agreements which limit the total expenses (exclusive of brokerage and transactional costs, interest, taxes, short dividend expense, acquired fund fees and expenses, litigation and extraordinary expenses) of certain classes of the Funds, through a specified date. In addition, Salient Advisor or SCA may voluntarily reimburse additional expenses of certain classes of certain Funds. Following are the annual expense limitation rates and expiration dates for the Funds with an Expense Limitation Agreement:
| | | | | | | | | | | | | | | | | | | | | | |
Fund | | Class A | | | Class C | | | Class I | | | Class F | | | Class R6 | | | End Date |
MLP Energy Fund | | | 1.55% | | | | 2.30% | | | | 1.30% | | | | N/A | | | | None | | | April 30, 2020 |
Tactical Plus Fund | | | 1.65% | | | | 2.40% | | | | 1.40% | | | | 1.09% | | | | N/A | | | April 30, 2020 |
Pursuant to the Expense Limitation Agreements, each Fund will reimburse the investment advisor for any fee waivers and expense reimbursements made by the investment advisor, provided that any such reimbursements made by a Fund to the investment advisor will not cause the Fund’s expense limitation to exceed the expense limitation in existence at the time the expenses were incurred or at the time of the reimbursement, whichever is lower, and the reimbursement is made within three years following the year in which the expenses were incurred.
For the six months ended June 30, 2019, the fee waivers and/or reimbursements were as follows:
| | | | | | | | | | | | | | | |
Fund | | Fees Waived/ Reimbursed By Advisor | | Recoupment Of Past Waived Fees By Advisor | | Total |
Tactical Plus Fund | | | | | | | | | | | | | | | |
Class A | | | $ | 1,753 | | | | $ | — | | | | $ | 1,753 | |
Class C | | | | 1,462 | | | | | — | | | | | 1,462 | |
Class I | | | | 14,792 | | | | | — | | | | | 61,385 | |
Class F | | | | 29,483 | | | | | — | | | | | 131,708 | |
As of June 30, 2019, the balances of recoupable expenses were waived in the following years:
| | | | | | | | | | | | | | | | | | | | | | | | | |
| | Recoupable Balance |
Tactical Plus Fund | | 2016 | | 2017 | | 2018 | | 2019 | | Total |
Class A | | | $ | 57,377 | | | | $ | 66,735 | | | | $ | 63,074 | | | | $ | 1,753 | | | | $ | 188,939 | |
Class C | | | | 21,351 | | | | | 32,324 | | | | | 23,255 | | | | | 1,462 | | | | | 78,392 | |
Class I | | | | 25,940 | | | | | 40,757 | | | | | 80,926 | | | | | 61,385 | | | | | 209,008 | |
Class F | | | | 181,640 | | | | | 170,959 | | | | | 251,883 | | | | | 131,708 | | | | | 736,190 | |
5. DISTRIBUTION AGREEMENT
Foreside Fund Services, LLC, (“Foreside”), serves the Trust as distributor (the “Distributor’’). The Trust has adopted a Distribution Plan and Agreement (the “Distribution Plan’’) pursuant to Rule12b-1 under the 1940 Act. Each Fund may pay financial intermediaries such as broker-dealers, investment advisors (“Authorized Firms”) and the Distributor up to 0.25% and 1.00%, on an annualized basis, of the average daily net assets attributable to Class A and Class C shares, respectively, as compensation for service and distribution-related activities and/or shareholder services with respect to Class A and Class C shares, respectively.
The Funds pay fees to certain intermediaries or financial institutions for recordkeeping,sub-accounting services, transfer agency and other administrative services as reflected in the Statements of Operations as “Administrative services fees.” Payments from the administrative Services Plan may not exceed an annual rate of 0.10%.
Notes to Financial Statements (Unaudited)
June 30, 2019
6. SERVICE PROVIDERS
ALPS Fund Services, Inc. (“AFS”) serves as the Funds’ administrator, transfer agent and dividend paying agent for the Funds.
Citibank, N.A. serves as the Funds’ custodian.
Foreside serves the Trust as distributor.
7. TRUSTEE AND OFFICER FEES
Each Fund’s operations are managed under the direction and oversight of the Board of Trustees. The Board of Trustees appoints Officers of the Trust who are responsible for the Funds’day-to-day business decisions based on policies set by the Board of Trustees. The Officers serve at the pleasure of the Board of Trustees.
The Funds do not pay any compensation directly to the Officers or Trustees who are also Trustees, Officers or employees of Salient Management or its affiliates, except as noted below. As of June 30, 2019, there were six Trustees, five of whom are not “interested persons” of the Trust within the meaning of that term under the 1940 Act (each, an “Independent Trustee”). The Trustees of the Trust may also serve as Trustees of other registered investment companies managed by the Advisor and its affiliates, including Forward Funds and Salient Midstream & MLP Fund (together with the Trust, the “Trusts”). Each Fund within the Trusts pays Independent Trustees an allocated portion of the retainer of $50,000 per year. Each Fund within the Trusts pays Independent Trustees an allocated portion of the amounts of: $6,250 for attendance in person at a regular meeting and $1,500 for attendance by telephone at a regular meeting; $1,500 for attendance in person or by video conference at a special meeting that is not held in conjunction with a regular meeting and $1,500 for attendance by telephone at a special meeting that is not held in conjunction with a regular meeting; and $1,500 per day for participation in Trust-related meetings not held in conjunction with a meeting. The Chairman of the Board of Trustees, the Chairman of the Audit Committee, the Chairman of the Nominating Committee, and the Chairman of the Compliance Committee receive a
special retainer fee in the amount of $16,000, $6,000, $5,000, and $5,000, respectively, per year. In addition, each member of the Audit Committee, Nominating Committee and Compliance Committee receives $1,000, respectively per year. In the interest of retaining Independent Trustees of the highest quality, the Board intends to periodically review such compensation and may modify it as the Board deems appropriate. The interested Trustees receive no compensation from the Funds. In addition, Independent Trustees receive reimbursements for reasonableout-of-pocket expenses incurred for their services as a Trustee, including for the transportation and other expenses that they incur in attending meetings.
The Chief Compliance Officer of the Funds (“CCO”) is an employee of, and is compensated by, Salient Management. As of June 30, 2019, the Funds have agreed to pay the Advisor approximately $160,000 per year as (i) an allocated portion of the compensation of an officer or employee of the Advisor to serve as CCO for the Funds (plus the cost of reasonable expenses related to the performance of the CCO’s duties, including travel expenses), and (ii) an allocation of the expenses of other officers or employees of the Advisor who serve in other compliance capacities for the Funds. The Board approves annually an allocation of such costs among such personnel, and each Fund bears its pro rata share of such expense. Other affiliated funds and registered investment companies managed by the Advisor pay additional compensation for the same purposes.
8. INDEMNIFICATIONS
Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liability arising out of the performance of their duties with respect to the Funds. In addition, in the normal course of business, the Trust, on behalf of the Funds, enters into contracts with vendors and others that provide general indemnification. Each Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust and/or the Funds. Based on experience, however, the Funds expect the risk of loss to be remote.
9. PURCHASES AND SALES OF INVESTMENTS
The aggregate cost of security purchases and proceeds from sales of securities (excluding short-term investments) during the six months ended June 30, 2019, were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
MLP Energy Fund | | $ | 212,406,247 | | | $ | 299,920,526 | |
Tactical Plus Fund | | | 527,634 | | | | 472,719 | |
Notes to Financial Statements (Unaudited)
June 30, 2019
10. TAX BASIS INFORMATION
Income and long-term capital gain distributions are determined in accordance with Federal income tax regulations, which may differ from GAAP. The amounts and characterizations of distributions and compositions of distributable earnings/(accumulated losses) are finalized at fiscalyear-end; accordingly, these tax adjusted amounts have not been determined as of June 30, 2019. The tax character of dividends paid to shareholders during the applicable tax year ended November 30, 2018 was as follows:
| | | | | | | | | | | | | | | | | | | | |
| | Ordinary Income | | | Net Long Term Capital Gains | | | Total Taxable Distributions | | | Return of Capital | | | Total Distributions Paid | |
MLP Energy Fund | | $ | 11,368,498 | | | $ | — | | | $ | 11,638,498 | | | $ | 52,106,988 | | | $ | 63,745,486 | |
Tactical Plus Fund | | | — | | | | 2,377,993 | | | | 2,377,993 | | | | — | | | | 2,377,993 | |
The differences between book-basis andtax-basis unrealized appreciation/(depreciation) are primarily due to deferral of losses on wash sales, partnership investments, andmark-to-market adjustments for certain derivatives. In addition, certain tax cost basis adjustments are finalized subsequent to fiscalyear-end and therefore have not been determined as of June 30, 2019.
The following information is provided on a tax basis as of June 30, 2019 and includes investments and derivatives, and excludes foreign currency:
| | | | | | | | | | | | | | | | | | | | |
Fund | | Tax Cost | | | Tax Unrealized Appreciation | | | Tax Unrealized Depreciation | | | Net Unrealized Appreciation/ (Depreciations) Before Taxes | | | Net Unrealized Appreciation/ (Depreciations) After Taxes | |
MLP Energy Fund | | $ | 1,013,460,201 | | | $ | 168,401,301 | | | $ | (292,270,584 | ) | | $ | (123,869,283 | ) | | $ | (124,062,144 | ) |
Tactical Plus Fund | | | 47,223,376 | | | | — | | | | (389,764 | ) | | | (389,764 | ) | | | (389,764 | ) |
As of the end of the tax year ended November 30, 2018, the Fund(s) had the following net capital loss carryovers (“CLCOs”). It is the Board’s intent that the Funds will not distribute any realized gain distributions until the CLCOs have been offset or expire.
| | | | | | | | | | | | |
| | Short-term Amount | | | Long-term Amount | | | Total | |
MLP Energy Fund | | $ | 127,769,784 | | | $ | 469,838,423 | | | $ | 597,608,207 | |
At the time of liquidation (see note 1), MLP Subsidiary, which was a Subchapter C corporation for federal income tax purposes, had a deferred tax liability attributable to unrealized gains on investments which were transferred to MLP Energy Fund. Accordingly, a deferred tax liability in the amount of $3,689,597 attributable to these “built in gains” (“BIG”) was recorded on the books of MLP Energy Fund. Federal income tax rules require that MLP Energy Fund treat any BIG related gains recognized on the transferred assets during the 5-year period following the date of transfer as subject to Subchapter C corporate income taxation to the extent such recognized BIG amounts do not exceed the unrealized gain on the transfer date. If the unrealized gain on the transferred assets is not recognized with the5-year period following the transfer date, no Subchapter C corporate income taxes will apply to MLP Energy Fund. As of June 30, 2019, MLP Energy Fund has a deferred tax liability (attributable to unrealized gain on MLP Subsidiary investment securities) of $394,707.
With respect to MLP Energy Fund, NOLs (Net Operating Losses) are available to be carried back up to two years to offset past taxable income of MLP Subsidiary or carried forward up to 5 years from the date of the transfer of the investments (the “Holding Period”). SCA does not intend on liquidating these investments prior to the end of the Holding Period. CLCO’s are available to be carried back up to three years to offset past capital gains or carried forward up to five years to offset future capital gains. As of December 31, 2018, MLP Energy Fund had no CLCO’s and NOLs related to MLP Subsidiary.
11. SCHEDULE OF INVESTMENTS
The investment categories used in this report may differ from the industry classification categories used for determining compliance with industry concentration restrictions and requirements applicable to each of the Funds.
12. AFFILIATED COMPANIES
As defined by the 1940 Act, an affiliated company is one in which a Fund owns 5% or more of the outstanding voting securities or a company that is under common ownership or control. During the six months ended June 30, 2019, no funds owned 5% or more of the outstanding voting shares of any securities.
Notes to Financial Statements (Unaudited)
June 30, 2019
13. SUBSEQUENT EVENTS
The Funds have evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no adjustments were required to the financial statements as of June 30, 2019.
The Funds file a complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an Exhibit to its reports on FormN-PORT. The Funds’ FormN-PORT was filed for the quarter ended March 31, 2019. The Funds’ FormN-PORT is available on the Commission’s Web site at www.sec.gov.
Each Fund is required to file FormN-PX, with its complete proxy voting record for the twelve months ended June 30, no later than August 31 of each year. Each Fund’s FormN-PX filing for the period ended June 30 of each year will be available: (i) without charge, upon request, by calling1-866-667-9228 for the Salient MF Trust or1-800-999-6809 for the Forward Funds Trust, or (ii) by visiting the SEC’s website at www.sec.gov.
Privacy Policy (Unaudited)
Salient Funds appreciates the privacy concerns and expectations of our customers. We are committed to maintaining a high level of privacy and confidentiality when it comes to your personal information and we use that information only where permitted by law. We recognize that, as our customer, you not only entrust us with your money but with your personal information. Your trust is important to us and you can be sure we will continue our tradition of protecting your personal information. We provide this privacy notice to you so that you may understand our policy with regard to the collection and disclosure of nonpublic personal information (“Information”) pertaining to you.
We collect the following categories of information about you:
| • | | Information we receive from you on applications or other forms; and |
| • | | Information about your transactions with us, our affiliates, or others. |
We do not disclose any Information about you or any current or former customer to anyone, except as permitted by law. We may disclose Information about you and any former customer to our affiliates and to nonaffiliated third parties, as permitted by law. We do not disclose personal information that we collect about you to nonaffiliated companies except to enable them to provide marketing services on our behalf, to perform joint marketing agreements with other financial institutions, or in other limited circumstances permitted by law. For example, some instances where we may disclose Information about you to third parties include: for servicing and processing transactions, to protect against fraud, for institutional risk control, to respond to judicial process or to perform services on our behalf. When we share personal information about you with these companies, we require them to limit their use of the personal information to the particular purpose for which it was shared and we do not allow them to share your personal information with others except to fulfill that limited purpose. In addition, these companies are required to adhere to our privacy standards with respect to any personal information that we provide them.
Protecting the Security and Confidentiality of Your Information
We restrict access to Information about you to those employees who need to know that Information to provide products or services to you. We maintain physical, electronic, and procedural safeguards to ensure the confidentiality of your Information. Our privacy policies apply only to those individual investors who have a direct customer relationship with us. If you are an individual shareholder of record of any of the Funds, we consider you to be a customer of Salient Funds. Shareholders purchasing or owning shares of any of the Funds through their bank, broker, or other financial institution should consult that financial institution’s privacy policies. If you own shares or receive investment services through a relationship with a third-party broker, bank, investment advisor or other financial service provider, that third-party’s privacy policies will apply to you and ours will not.
40
Investment Advisors
Salient Advisors, L.P.
Salient Capital Advisors, LLC
InvestmentSub-Advisor
Broadmark Asset Management LLC
Administrator
ALPS Fund Services, Inc.
Custodian
Citibank, N.A.
Distributor
Foreside Fund Services LLC
Independent Registered Public Accounting Firm
KPMG LLP
Legal Counsel
K&L Gates LLP
Transfer Agent
ALPS Fund Services, Inc.
4265 San Felipe
8th Floor
Houston, Texas 77027
866-667-9228
www.salientfunds.com
Salient MLP & Energy Infrastructure Fund
Salient Tactical Plus Fund
| | | | |
Printed on paper containing recycled content using soy-based inks. | | | 06/19 | |
Not applicable to semi-annual report.
Item 3. | Audit Committee Financial Expert. |
Not applicable to semi-annual report.
Item 4. | Principal Accountant Fees and Services. |
Not applicable to semi-annual report.
Item 5. | Audit Committee of Listed Registrants. |
Not applicable.
| (a) | The registrant’s Schedules of Investments in securities of unaffiliated issuers as of the close of the reporting period are included as part of the Report to Stockholders filed under Item 1 of FormN-CSR. |
Item 7. | Disclosure of Proxy Voting Policies and Procedures forClosed-End Management Investment Companies. |
Not applicable.
Item 8. | Portfolio Managers ofClosed-End Management Investment Companies. |
Not applicable.
Item 9. | Purchases of Equity Securities byClosed-End Management Investment Company and Affiliated Purchasers. |
Not applicable.
Item 10. | Submission of Matters to a Vote of Security Holders. |
No material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Trustees have been implemented after the registrant’s last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of RegulationS-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR240.14a-101)), or this Item.
Item 11. | Controls and Procedures. |
| (a) | The registrant’s principal executive officer and principal financial officer, or persons performing similar functions, have concluded, based on their evaluation of the registrant’s disclosure controls and procedures as conducted within 90 days of the |
| filing date of this report, that these disclosure controls and procedures are adequately designed and are operating effectively to ensure that information required to be disclosed by the registrant on FormN-CSR is (i) accumulated and communicated to the investment company’s management, including its certifying officers, to allow timely decisions regarding required disclosure; and (ii) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. |
| (b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule30a-3(d) under the Act (17 CFR270.30a-3(d)) that occurred during the period covered by this report that have materially affected or are reasonably likely to materially affect the registrant’s internal control over financial reporting. |
Item 12. | Disclosure of Securities Lending Activities forClosed-End Management Investment Companies. |
Not applicable.
| | | | |
| | (a)(1) | | Not applicable to semi-annual report. |
| | |
| | (a)(2) | | Certifications pursuant to Rule30a-2(a) under the Act (17 CFR30a-2(a)) are attached hereto. |
| | |
| | (a)(3) | | Not applicable. |
| | |
| | (a)(4) | | Not applicable. |
| | |
| | (b) | | Certifications pursuant to Rule30a-2(b) under the Act (17 CFR30a-2(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) are attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | |
Salient MF Trust |
| |
By: | | /s/ John A. Blaisdell |
| | John A. Blaisdell |
| | Principal Executive Officer |
| |
Date: | | September 5, 2019 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | |
| |
By: | | /s/ John A. Blaisdell |
| | John A. Blaisdell |
| | Principal Executive Officer |
| |
Date: | | September 5, 2019 |
| |
By: | | /s/ Barbara H. Tolle |
| | Barbara H. Tolle |
| | Principal Financial Officer |
| |
Date: | | September 5, 2019 |