UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number : 811- 23373
NORTH SQUARE INVESTMENTS TRUST
(Exact name of registrant as specified in charter)
200 West Madison Street, Suite 2610
Chicago IL 60606
(Address of principal executive offices) (Zip code)
Alan E. Molotsky, Esq.
N200 West Madison Street, Suite 2610
Chicago IL 60606
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-312-857-2160
Date of fiscal year end: October 31
Date of reporting period: April 30, 2023
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
(a) |
SEMI-ANNUAL REPORT |
NORTH SQUARE ADVISORY RESEARCH SMALL CAP VALUE FUND NORTH SQUARE ALTRINSIC INTERNATIONAL EQUITY FUND NORTH SQUARE MCKEE BOND FUND NORTH SQUARE STRATEGIC INCOME FUND |
APRIL 30, 2023 |
North Square Investments | www.northsquareinvest.com
North Square Funds
Table of Contents
Fund Performance | 1 |
Schedules of Investments | 5 |
Statements of Assets and Liabilities | 34 |
Statements of Operations | 36 |
Statements of Changes in Net Assets | 38 |
Financial Highlights | 40 |
Notes to Financial Statements | 46 |
Supplemental Information | 56 |
Expense Examples | 62 |
This report and the financial statements contained herein are provided for the general information of the shareholders of the North Square Funds. This report is not authorized for distribution to prospective investors in the Funds unless preceded or accompanied by an effective prospectus.
www.northsquareinvest.com
North Square Advisory Research Small Cap Value Fund |
FUND PERFORMANCE at April 30, 2023 (Unaudited) |
Average Annual | ||||||
Since | Inception | |||||
Total Returns as of April 30, 2023 | 6 Month | 1 Year | 5 Year | 10 Year | Inception | Date |
Class I | -2.99% | -4.66% | 6.90% | 8.17% | 9.36% | 11/16/09 |
Russell 2000 Value Total Return | -6.72% | -7.99% | 3.66% | 6.96% | 8.93% | 11/16/09 |
Russell 3000 Value Total Return* | 3.86% | 0.67% | 7.48% | 8.98% | 10.21% | 11/16/09 |
The performance data quoted here represents past performance and past performance is not a guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information quoted. The most recent month end performance may be obtained by calling 1-855-551-5521.
* | Effective January 11, 2022, the Russell 2000 Value Total Return Index has replaced the Russell 3000 Value Total Return Index as the Fund’s primary benchmark as the Russell 2000 Value Total Return Index is more closely aligned with the Fund’s principal investment strategies and portfolio holdings. |
The Fund acquired all assets and assumed the liabilities of the Advisory Research Small Cap Value Fund (the “Predecessor Fund”) effective the close of business on February 21, 2020. The Predecessor Fund commenced investment operations on November 16, 2009. As a result of the reorganization, the Fund is the accounting successor of the Predecessor Fund. Performance results shown in the performance table above prior to February 21, 2020 reflect the performance of the Predecessor Fund. Effective January 11, 2022, the Fund changed names to the North Square Advisory Research Small Cap Value Fund (formerly, North Square Oak Ridge All Cap Value Fund) and changed investment strategy (Note 1).
Gross and net expense ratios for Class I shares were 1.24% and 0.94%, respectively, which were the amounts stated in the current prospectus dated February 28, 2023. For the Fund’s current one year expense ratios, please refer to the Financial Highlights section of this report. The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses do not exceed 0.94% of the average daily net assets of the Fund’s Class I shares. This agreement is in effect until February 28, 2024, and it may be terminated before that date only by the Trust’s Board of Trustees. In the absence of such waivers, the Fund’s returns would have been lower.
Returns reflect the reinvestment of distributions made by the Fund, if any. The performance table above does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
1
North Square Altrinsic International Equity Fund |
FUND PERFORMANCE at April 30, 2023 (Unaudited) |
Average Annual | ||||||
Calendar | Since | Since | Inception | |||
Total Returns as of April 30, 2023 | 6 Months | Year to Date | Inception | 1 Year | Inception | Date |
Class I | 22.00% | 9.51% | 8.56% | 9.11% | 3.48% | 12/04/20 |
MSCI EAFE Index | 24.19% | 11.53% | 8.58% | 8.42% | 3.48% | 12/04/20 |
The performance data quoted here represents past performance and past performance is not a guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information quoted. The most recent month end performance may be obtained by calling 1-855-551-5521.
Gross and net expense ratios for Class I shares were 1.29% and 0.97%, respectively, which were the amounts stated in the current prospectus dated February 28, 2023. For the Fund’s current expense ratios, please refer to the Financial Highlights section of this report. The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses do not exceed 0.97% of the average daily net assets of the Fund’s Class I shares. This agreement is in effect until February 28, 2024, and it may be terminated before that date only by the Trust’s Board of Trustees. In the absence of such waivers, the Fund’s returns would have been lower.
Returns reflect the reinvestment of distributions made by the Fund, if any. The performance table above does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
2
North Square McKee Bond Fund |
FUND PERFORMANCE at April 30, 2023 (Unaudited) |
Average Annual | |||||||
Calendar | Since | Since | Inception | ||||
Total Returns as of April 30, 2023 | 6 Months | Year to Date | Inception | 1 Year | Inception | Date | |
Class I | 6.12% | 3.08% | -7.09% | 0.30% | -3.71% | 5/19/21 | |
Class R6 | 6.22% | 3.19% | -7.55% | 0.52% | -3.30% | 12/28/20 | |
Bloomberg US Aggregate Bond Index | 6.91% | 3.59% | -11.12% | -0.43% | -4.92% | 12/28/20 |
The performance data quoted here represents past performance and past performance is not a guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information quoted. The most recent month end performance may be obtained by calling 1-855-551-5521.
Gross expense ratios for Class I and R6 shares were 0.57% and 0.58%, respectively, and net expense ratios for Class I and R6 shares were 0.47% and 0.28%, respectively, which were the amounts stated in the current prospectus dated February 28, 2023. For the Fund’s current expense ratios, please refer to the Financial Highlights section of this report. The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses do not exceed 0.47% and 0.28% of the average daily net assets of the Fund’s Class I shares and Class R6 shares, respectively. This agreement is in effect until February 28, 2024, and it may be terminated before that date only by the Trust’s Board of Trustees. In the absence of such waivers, the Fund’s returns would have been lower.
Returns reflect the reinvestment of distributions made by the Fund, if any. The performance table above does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
3
North Square Strategic Income Fund |
FUND PERFORMANCE at April 30, 2023 (Unaudited) |
Average Annual | |||||||
Since | Since | Inception | |||||
Total Returns as of April 30, 2023 | 6 Month | Inception | 1 Year | 5 Year | 10 Year | Inception | Date |
Class A | N/A | -0.99% | N/A | N/A | N/A | N/A | 02/28/23 |
Class I | 3.27% | 41.99% | -2.25% | 3.65% | 3.04% | 3.45% | 12/31/12 |
Bloomberg US Aggregate Bond Index | 6.91% | 15.06% | -0.43% | 1.18% | 1.32% | 1.37% | 12/31/12 |
The performance data quoted here represents past performance and past performance is not a guarantee of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance information quoted. The most recent month end performance may be obtained by calling 1-855-551-5521.
The Fund acquired all assets and assumed the liabilities of the Advisory Research Strategic Income Fund (the “Predecessor Fund”) effective the close of business on February 21, 2020. The Predecessor Fund commenced investment operations on December 31, 2012 after the conversion of a limited partnership account, the Advisory Research Value Income Fund, L.P. (the “Predecessor Account”), which commenced operations on June 30, 2003. As a result of each reorganization, the Fund is the accounting successor of each the Predecessor Fund and Predecessor Account. Performance results shown in the performance table above between February 21, 2020 and December 31, 2012 reflect the performance of the Predecessor Fund, and performance results shown prior to December 31, 2012 reflect the performance of the Predecessor Account. The Predecessor Account was not registered under the 1940 Act and therefore was not subject to certain restrictions imposed by the 1940 Act on registered investment companies and by the Internal Revenue Code of 1986 on regulated investment companies. If the Predecessor Account had been registered under the 1940 Act, the Predecessor Account’s performance may have been adversely affected.
Gross expense ratios for Class A and I shares were 1.39% and 1.14%, respectively, and net expense ratios for Class A and I shares were 1.15% and 0.90%, respectively, which were the amounts stated in the current prospectus dated February 28, 2023. For the Fund’s current one year expense ratios, please refer to the Financial Highlights section of this report. The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses do not exceed 1.15% and 0.90% of the average daily net assets of the Fund’s Class A and Class I shares, respectively. This agreement is in effect until February 28, 2024, and it may be terminated before that date only by the Trust’s Board of Trustees. In the absence of such waivers, the Fund’s returns would have been lower.
Returns reflect the reinvestment of distributions made by the Fund, if any. The performance table above does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
4
North Square Advisory Research Small Cap Value Fund |
SCHEDULE OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Number | ||||||||
of Shares | Value | |||||||
COMMON STOCKS – 97.9% | ||||||||
BASIC MATERIALS – 9.3% | ||||||||
Specialty Chemicals – 9.3% | ||||||||
47,524 | Element Solutions Inc. | $ | 862,561 | |||||
25,610 | Valvoline Inc. | 884,825 | ||||||
TOTAL BASIC MATERIALS | 1,747,386 | |||||||
CONSUMER DISCRETIONARY – 18.5% | ||||||||
Casinos and Gambling – 3.6% | ||||||||
9,690 | Monarch Casino & Resort, Inc. | 672,099 | ||||||
Home Construction – 4.9% | ||||||||
11,220 | M.D.C. Holdings, Inc. | 459,683 | ||||||
6,182 | Skyline Champion Corp.* | 458,519 | ||||||
918,202 | ||||||||
Home Improvement Retailers – 2.8% | ||||||||
5,242 | Floor & Decor Holdings, Inc. – Class A* | 520,740 | ||||||
Restaurants and Bars – 2.9% | ||||||||
7,415 | Papa John’s International, Inc. | 554,568 | ||||||
Specialty Retailers – 4.3% | ||||||||
4,220 | Asbury Automotive Group, Inc.* | 816,401 | ||||||
TOTAL CONSUMER DISCRETIONARY | 3,482,010 | |||||||
CONSUMER STAPLES – 5.3% | ||||||||
Food Retailers and Wholesalers – 5.3% | ||||||||
16,002 | Performance Food Group Co.* | 1,003,165 | ||||||
TOTAL CONSUMER STAPLES | 1,003,165 | |||||||
ENERGY – 8.1% | ||||||||
Oil Equipment and Services – 3.7% | ||||||||
25,810 | Championx Corp. | 698,935 | ||||||
Oil: Crude Producers – 4.4% | ||||||||
8,940 | Denbury Inc.* | 834,817 | ||||||
TOTAL ENERGY | 1,533,752 | |||||||
FINANCIALS – 20.2% | ||||||||
Banks – 12.4% | ||||||||
18,367 | First Interstate BancSystem, Inc. – Class A | 470,011 | ||||||
13,970 | First Merchants Corp. | 407,645 | ||||||
7,897 | Nicolet Bankshares, Inc.* | 452,577 | ||||||
7,253 | SouthState Corp. | 500,312 | ||||||
13,756 | Webster Financial Corp. | 513,099 | ||||||
2,343,644 | ||||||||
Diversified Financial Services – 2.2% | ||||||||
22,625 | Cannae Holdings, Inc.* | 412,680 |
See accompanying Notes to Financial Statements.
5
North Square Advisory Research Small Cap Value Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Number | ||||||||
of Shares | Value | |||||||
COMMON STOCKS (Continued) | ||||||||
FINANCIALS (Continued) | ||||||||
Property and Casualty Insurance – 5.6% | ||||||||
4,390 | Enstar Group Ltd.*1 | $ | 1,056,234 | |||||
TOTAL FINANCIALS | 3,812,558 | |||||||
HEALTH CARE – 4.3% | ||||||||
Health Care Management Services – 1.7% | ||||||||
6,155 | HealthEquity, Inc.* | 328,985 | ||||||
Health Care Services – 2.6% | ||||||||
5,975 | Addus HomeCare Corp.* | 488,396 | ||||||
TOTAL HEALTH CARE | 817,381 | |||||||
INDUSTRIALS – 28.6% | ||||||||
Aerospace – 1.5% | ||||||||
9,535 | Spirit AeroSystems Holdings Inc. – Class A | 283,762 | ||||||
Building Materials: Other – 4.5% | ||||||||
7,600 | Armstrong World Industries, Inc. | 521,816 | ||||||
4,930 | Fortune Brands Innovations, Inc. | 318,922 | ||||||
840,738 | ||||||||
Commercial Vehicles and Parts – 4.3% | ||||||||
24,820 | Miller Industries, Inc. | 809,132 | ||||||
Industrial Suppliers – 3.2% | ||||||||
45,187 | Gates Industrial Corp. Plc*1 | 608,669 | ||||||
Machinery: Engines – 3.6% | ||||||||
7,910 | Brunswick Corp. | 670,689 | ||||||
Professional Business Support Services – 7.3% | ||||||||
39,612 | First Advantage Corp.* | 509,410 | ||||||
10,405 | Maximus, Inc. | 870,378 | ||||||
1,379,788 | ||||||||
Railroad Equipment – 2.1% | ||||||||
16,625 | Trinity Industries, Inc. | 398,169 | ||||||
Transaction Processing Services – 2.1% | ||||||||
11,035 | Cass Information Systems, Inc. | 403,660 | ||||||
TOTAL INDUSTRIALS | 5,394,607 | |||||||
TECHNOLOGY – 3.6% | ||||||||
Software – 3.6% | ||||||||
56,130 | Alkami Technology, Inc.* | 672,999 | ||||||
TOTAL TECHNOLOGY | 672,999 | |||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $19,394,352) | 18,463,858 |
See accompanying Notes to Financial Statements.
6
North Square Advisory Research Small Cap Value Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Number | ||||||||
of Shares | Value | |||||||
SHORT-TERM INVESTMENT – 3.1% | ||||||||
591,591 | First American Treasury Obligations Fund – Class X, 4.76%2 | $ | 591,591 | |||||
TOTAL SHORT-TERM INVESTMENT | ||||||||
(Cost $591,591) | 591,591 | |||||||
TOTAL INVESTMENTS – 101.0% | ||||||||
(Cost $19,985,943) | 19,055,449 | |||||||
Liabilities in Excess of Other Assets – (1.0)% | (193,975 | ) | ||||||
TOTAL NET ASSETS – 100.0% | $ | 18,861,474 |
PLC – Public Limited Company
* | Non-Income producing security. |
1 | Foreign security denominated in U.S. Dollars. |
2 | The rate is the annualized seven-day yield at period end. |
See accompanying Notes to Financial Statements.
7
North Square Advisory Research Small Cap Value Fund |
SUMMARY OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Percent of Total | ||||
Security Type/Sector | Net Assets | |||
Common Stocks | ||||
Industrials | 28.6 | % | ||
Financials | 20.2 | % | ||
Consumer Discretionary | 18.5 | % | ||
Basic Materials | 9.3 | % | ||
Energy | 8.1 | % | ||
Consumer Staples | 5.3 | % | ||
Health Care | 4.3 | % | ||
Technology | 3.6 | % | ||
Total Common Stocks | 97.9 | % | ||
Short-Term Investment | 3.1 | % | ||
Total Investments | 101.0 | % | ||
Liabilities in Excess of Other Assets | -1.0 | % | ||
Total Net Assets | 100.0 | % |
See accompanying Notes to Financial Statements.
8
North Square Altrinsic International Equity Fund |
SCHEDULE OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Number | ||||||||
of Shares | Value | |||||||
COMMON STOCKS – 92.0% | ||||||||
BERMUDA – 4.0% | ||||||||
19,365 | Axis Capital Holdings Ltd. – ADR | $ | 1,094,897 | |||||
8,794 | Everest Re Group, Ltd. | 3,324,132 | ||||||
4,419,029 | ||||||||
BRAZIL – 1.0% | ||||||||
326,047 | Lojas Renner SA | 1,032,828 | ||||||
CANADA – 1.5% | ||||||||
12,623 | Agnico Eagle Mines Ltd. – ADR | 716,103 | ||||||
172,625 | Kinross Gold Corp. | 870,228 | ||||||
1,586,331 | ||||||||
CAYMAN ISLANDS – 3.9% | ||||||||
117,760 | Alibaba Group Holding Ltd.* | 1,245,150 | ||||||
81,940 | Baidu, Inc. – Class A* | 1,233,354 | ||||||
204,386 | Sands China Ltd.* | 731,992 | ||||||
858,686 | PICC Property & Casualty Co Ltd. – Class H | 1,038,545 | ||||||
4,249,041 | ||||||||
FRANCE – 12.0% | ||||||||
36,509 | AXA SA | 1,191,664 | ||||||
44,493 | Bureau Veritas SA | 1,282,965 | ||||||
24,849 | Cie Generale des Etablissements Michelin SCA | 791,384 | ||||||
36,158 | Danone | 2,393,078 | ||||||
31,400 | Sanofi | 3,383,936 | ||||||
41,759 | SCOR SE | 1,080,147 | ||||||
47,364 | TotalEnergies SE | 3,026,568 | ||||||
13,149,742 | ||||||||
GERMANY – 9.0% | ||||||||
4,744 | adidas AG | 835,450 | ||||||
7,692 | BioNTech SE – ADR | 878,734 | ||||||
47,980 | Daimler Truck Holding AG | 1,585,408 | ||||||
4,871 | Deutsche Boerse AG | 928,945 | ||||||
31,795 | Deutsche Post AG | 1,529,332 | ||||||
18,918 | SAP SE | 2,559,921 | ||||||
9,057 | Siemens AG | 1,492,891 | ||||||
9,810,681 | ||||||||
INDIA – 1.9% | ||||||||
29,763 | HDFC Bank Ltd. – ADR | 2,077,457 | ||||||
IRELAND – 6.9% | ||||||||
26,665 | CRH Public Limited Co. | 1,286,697 | ||||||
31,921 | Medtronic, PLC | 2,903,215 | ||||||
14,397 | Willis Towers Watson Public Limited Co. – ADR | 3,334,345 | ||||||
7,524,257 | ||||||||
ISRAEL – 2.2% | ||||||||
18,933 | Check Point Software Technologies Ltd.* | 2,411,307 |
See accompanying Notes to Financial Statements.
9
North Square Altrinsic International Equity Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Number | ||||||||
of Shares | Value | |||||||
COMMON STOCKS (Continued) | ||||||||
JAPAN – 12.6% | ||||||||
43,362 | Astellas Pharma Inc. | $ | 653,230 | |||||
23,219 | Daito Trust Construction Co., Ltd. | 2,200,643 | ||||||
9,005 | Eisai Co Ltd. | 519,618 | ||||||
71,223 | Japan Exchange Group Inc. | 1,156,503 | ||||||
127,224 | KUBOTA CORP. | 1,927,825 | ||||||
43,356 | Makita Corp. | 1,223,103 | ||||||
55,107 | MINEBEA MITSUMI, Inc. | 1,020,507 | ||||||
66,308 | Sekisui House, Ltd. | 1,363,204 | ||||||
60,692 | Sumitomo Mitsui Trust Holdings, Inc. | 2,187,809 | ||||||
77,433 | Tokio Marine Holdings, Inc. | 1,556,948 | ||||||
13,809,390 | ||||||||
MEXICO – 1.2% | ||||||||
13,416 | Fomento Economico Mexicano SAB de CV – ADR | 1,301,620 | ||||||
NETHERLANDS – 6.9% | ||||||||
31,643 | Akzo Nobel N.V. | 2,625,057 | ||||||
22,601 | Euronext NV | 1,797,447 | ||||||
27,365 | Heineken N.V. | 3,142,202 | ||||||
7,564,706 | ||||||||
REPUBLIC OF KOREA – 4.7% | ||||||||
38,168 | Hana Financial Group, Inc. | 1,199,378 | ||||||
48,456 | KB Financial Group Inc. | 1,798,504 | ||||||
1,750 | Samsung Electronics Co., Ltd. – ADR | 2,168,476 | ||||||
5,166,358 | ||||||||
SINGAPORE – 1.3% | ||||||||
202,564 | Singapore Exchange Ltd. | 1,457,778 | ||||||
SPAIN – 1.0% | ||||||||
150,285 | Banco Bilbao Vizcaya Argentaria SA | 1,100,239 | ||||||
SWEDEN – 0.6% | ||||||||
25,446 | ASSA ABLOY AB – Class B | 606,277 | ||||||
2,236 | Sandvik AB | 45,547 | ||||||
651,824 | ||||||||
SWITZERLAND – 11.0% | ||||||||
18,808 | Chubb Ltd. | 3,790,941 | ||||||
15,017 | Nestle S.A. | 1,926,524 | ||||||
17,358 | Novartis AG | 1,775,617 | ||||||
6,192 | Roche Holding AG | 1,938,964 | ||||||
5,408 | Zurich Insurance Group AG | 2,622,622 | ||||||
12,054,668 |
See accompanying Notes to Financial Statements.
10
North Square Altrinsic International Equity Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Number | ||||||||
of Shares | Value | |||||||
COMMON STOCKS (Continued) | ||||||||
UNITED KINGDOM – 10.3% | ||||||||
48,253 | BP p.l.c – ADR | $ | 1,943,631 | |||||
53,582 | Diageo plc | 2,444,212 | ||||||
134,653 | GSK PLC | 2,428,230 | ||||||
324,782 | Haleon PLC | 1,427,974 | ||||||
71,175 | Liberty Global plc – Class A – ADR* | 1,388,624 | ||||||
1,023,614 | Lloyds Banking Group plc | 621,870 | ||||||
88,416 | Vodafone Group PLC – ADR | 1,056,571 | ||||||
11,311,112 | ||||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $97,520,699) | 100,678,368 | |||||||
�� | ||||||||
PREFERRED STOCKS – 3.0% | ||||||||
BRAZIL – 1.3% | ||||||||
269,827 | Itau Unibanco Holding SA | 1,397,877 | ||||||
GERMANY – 1.7% | ||||||||
23,744 | Henkel AG & Co. KGaA | 1,919,675 | ||||||
TOTAL PREFERRED STOCKS | ||||||||
(Cost $3,383,740) | 3,317,552 | |||||||
SHORT-TERM INVESTMENT – 4.8% | ||||||||
5,256,552 | First American Treasury Obligations Fund – Class X, 4.76%1 | 5,256,552 | ||||||
TOTAL SHORT-TERM INVESTMENT | ||||||||
(Cost $5,256,552) | 5,256,552 | |||||||
TOTAL INVESTMENTS – 99.8% | ||||||||
(Cost $106,160,991) | 109,252,472 | |||||||
Other Assets in Excess of Liabilities – 0.2% | 214,561 | |||||||
TOTAL NET ASSETS – 100.0% | $ | 109,467,033 |
ADR – American Depositary Receipt
PLC – Public Limited Company
* | Non-Income producing security. |
1 | The rate is the annualized seven-day yield at period end. |
See accompanying Notes to Financial Statements.
11
North Square Altrinsic International Equity Fund |
SUMMARY OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Percent of Total | ||||
Security Type/Sector | Net Assets | |||
Common Stocks | ||||
Financials | 30.5 | % | ||
Health Care | 13.2 | % | ||
Consumer Staples | 11.6 | % | ||
Industrials | 9.8 | % | ||
Information Technology | 6.5 | % | ||
Consumer Discretionary | 5.5 | % | ||
Materials | 5.0 | % | ||
Energy | 4.5 | % | ||
Communication Services | 3.4 | % | ||
Real Estate | 2.0 | % | ||
Total Common Stocks | 92.0 | % | ||
Preferred Stocks | ||||
Consumer Staples | 1.7 | % | ||
Financials | 1.3 | % | ||
Total Preferred Stocks | 3.0 | % | ||
Short-Term Investment | 4.8 | % | ||
Total Investments | 99.8 | % | ||
Other Assets in Excess of Liabilities | 0.2 | % | ||
Total Net Assets | 100.0 | % |
Investments are classified by industry pursuant to the Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of Morgan Stanley Capital International, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
See accompanying Notes to Financial Statements.
12
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
ASSET BACKED SECURITIES – 4.6% | ||||||||
Aligned Data Centers Issuer LLC | ||||||||
$ | 400,000 | 1.937%, 08/15/20461 | $ | 355,719 | ||||
American Credit Acceptance Receivables Trust 2021-2 | ||||||||
446,000 | 1.340%, 07/13/20271 | 421,246 | ||||||
AMSR 2019-SFR1 Trust | ||||||||
500,000 | 2.774%, 01/20/20391 | 464,288 | ||||||
AMSR 2021-SFR2 Trust | ||||||||
200,000 | 1.527%, 08/19/20381 | 177,589 | ||||||
Amur Equipment Finance Receivables IX LLC | ||||||||
34,738 | 0.750%, 11/20/20261 | 33,794 | ||||||
Amur Equipment Finance Receivables X LLC | ||||||||
785,000 | 2.200%, 01/20/20281 | 729,523 | ||||||
Burlington Northern and Santa Fe Railway Co 2006-1 Pass Through Trust | ||||||||
16,447 | 5.720%, 01/15/2024 | 16,366 | ||||||
Chesapeake Funding II LLC | ||||||||
650,000 | 5.650%, 05/15/20351 | 651,280 | ||||||
Exeter Automobile Receivables Trust 2021-3 | ||||||||
144,493 | 0.690%, 01/15/2026 | 143,071 | ||||||
FedEx Corp 2020-1 Class AA Pass Through Trust | ||||||||
496,400 | 1.875%, 08/20/2035 | 415,741 | ||||||
Flagship Credit Auto Trust 2021-3 | ||||||||
39,772 | 0.360%, 07/15/20271 | 38,733 | ||||||
NMEF Funding 2022-B LLC | ||||||||
350,000 | 6.070%, 06/15/20291 | 351,113 | ||||||
Oportun Funding XIV LLC | ||||||||
93,269 | 1.210%, 03/08/20281 | 89,067 | ||||||
Oscar US Funding X LLC | ||||||||
123,094 | 3.270%, 05/11/20261,2 | 121,810 | ||||||
Oscar US Funding XII LLC | ||||||||
88,832 | 0.700%, 04/10/2025 1,2 | 86,955 | ||||||
Tricon Residential 2022-SFR1 Trust | ||||||||
528,000 | 3.856%, 04/19/20391 | 501,029 | ||||||
Union Pacific Railroad Co 2005 Pass Through Trust | ||||||||
17,322 | 5.082%, 01/02/2029 | 17,544 | ||||||
VMC Finance 2021-FL4 LLC | ||||||||
247,305 | 6.059% (1 Month LIBOR USD + 1.100%), 06/18/20361,3 | 235,574 | ||||||
World Omni Auto Receivables Trust 2019-C | ||||||||
25,281 | 1.960%, 12/15/2024 | 25,207 | ||||||
TOTAL ASSET BACKED SECURITIES | ||||||||
(Cost $5,169,365) | 4,875,649 | |||||||
CORPORATE BONDS – 28.5% | ||||||||
COMMUNICATION SERVICES – 1.5% | ||||||||
Diversified Telecommunication Services – 1.3% | ||||||||
AT&T Inc. | ||||||||
94,000 | 1.700%, 03/25/2026 | 86,825 | ||||||
Verizon Communications Inc. | ||||||||
161,000 | 1.750%, 01/20/2031 | 129,690 | ||||||
775,000 | 2.650%, 11/20/2040 | 550,383 |
See accompanying Notes to Financial Statements.
13
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BONDS (Continued) | ||||||||
COMMUNICATION SERVICES (Continued) | ||||||||
Diversified Telecommunication Services (Continued) | ||||||||
Verizon Communications, Inc. | ||||||||
$ | 656,000 | 2.100%, 03/22/2028 | $ | 586,673 | ||||
1,353,571 | ||||||||
Entertainment – 0.2% | ||||||||
The Walt Disney Co. | ||||||||
325,000 | 3.500%, 05/13/2040 | 276,721 | ||||||
TOTAL COMMUNICATION SERVICES | 1,630,292 | |||||||
CONSUMER DISCRETIONARY – 1.3% | ||||||||
Automobiles – 0.7% | ||||||||
American Honda Finance Corp. | ||||||||
218,000 | 2.000%, 03/24/2028 | 196,067 | ||||||
General Motors Financial Co, Inc. | ||||||||
614,000 | 4.300%, 04/06/2029 | 572,648 | ||||||
768,715 | ||||||||
Broadline Retail – 0.6% | ||||||||
Amazon.com, Inc. | ||||||||
596,000 | 4.650%, 12/01/2029 | 610,537 | ||||||
TOTAL CONSUMER DISCRETIONARY | 1,379,252 | |||||||
CONSUMER STAPLES – 1.2% | ||||||||
Tobacco – 1.2% | ||||||||
Altria Group, Inc. | ||||||||
202,000 | 4.800%, 02/14/2029 | 200,702 | ||||||
B.A.T. Capital Corp. | ||||||||
254,000 | 2.259%, 03/25/2028 | 220,659 | ||||||
257,000 | 4.906%, 04/02/2030 | 248,232 | ||||||
Philip Morris International, Inc. | ||||||||
640,000 | 5.125%, 02/15/2030 | 646,988 | ||||||
TOTAL CONSUMER STAPLES | 1,316,581 | |||||||
ENERGY – 1.7% | ||||||||
Oil, Gas & Consumable Fuels – 1.7% | ||||||||
Chevron Corp. | ||||||||
500,000 | 3.078%, 05/11/2050 | 386,812 | ||||||
Chevron USA, Inc. | ||||||||
403,000 | 3.250%, 10/15/2029 | 383,648 | ||||||
Enterprise Products Operating LLC | ||||||||
250,000 | 4.800%, 02/01/2049 | 231,099 | ||||||
Exxon Mobil Corp. | ||||||||
588,000 | 4.227%, 03/19/2040 | 554,438 | ||||||
312,000 | 4.327%, 03/19/2050 | 290,903 | ||||||
TOTAL ENERGY | 1,846,900 |
See accompanying Notes to Financial Statements.
14
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BONDS (Continued) | ||||||||
FINANCIALS – 14.5% | ||||||||
Banks – 6.2% | ||||||||
Bank of America Corp. | ||||||||
$ | 1,352,000 | 1.658% (SOFR + 0.910%), 03/11/20273 | $ | 1,222,535 | ||||
Bank of Montreal | ||||||||
170,000 | 1.850%, 05/01/20252 | 160,121 | ||||||
The Bank of Nova Scotia | ||||||||
414,000 | 1.300%, 06/11/20252 | 382,457 | ||||||
Canadian Imperial Bank of Commerce | ||||||||
457,000 | 3.600%, 04/07/20322 | 421,982 | ||||||
Citigroup Inc. | ||||||||
80,000 | 3.070% (SOFR + 1.280%), 02/24/20283 | 74,835 | ||||||
Federation des Caisses Desjardins du Quebec | ||||||||
220,000 | 2.050%, 02/10/20251,2 | 206,318 | ||||||
FNB Corp/PA | ||||||||
198,000 | 5.150%, 08/25/2025 | 190,429 | ||||||
JPMorgan Chase & Co. | ||||||||
323,000 | 2.005% (TSFR3M + 1.585%), 03/13/20263 | 304,737 | ||||||
289,000 | 1.578% (SOFR + 0.885%), 04/22/20273 | 262,010 | ||||||
160,000 | 1.953% (SOFR + 1.065%), 02/04/20323 | 129,047 | ||||||
PNC Financial Services Group, Inc. | ||||||||
365,000 | 6.037% (SOFRINDX + 2.140%), 10/28/20333 | 382,464 | ||||||
Royal Bank of Canada | ||||||||
406,000 | 5.000%, 05/02/20332 | 406,454 | ||||||
The Toronto-Dominion Bank | ||||||||
282,000 | 1.250%, 09/10/20262 | 251,317 | ||||||
394,000 | 2.000%, 09/10/20312 | 319,668 | ||||||
US Bancorp | ||||||||
937,000 | 5.850% (SOFR + 2.090%), 10/21/20333 | 965,320 | ||||||
Wells Fargo & Co. | ||||||||
779,000 | 3.526% (SOFR + 1.510%), 03/24/20283 | 736,702 | ||||||
120,000 | 4.897% (SOFR + 2.100%), 07/25/20333 | 117,528 | ||||||
6,533,924 | ||||||||
Financial Services – 5.0% | ||||||||
Federal Agricultural Mortgage Corp. | ||||||||
585,000 | 4.170%, 05/24/2029 | 565,955 | ||||||
Federal National Mortgage Association | ||||||||
1,900,000 | 1.600%, 08/24/2035 | 1,375,109 | ||||||
4,650,000 | 1.630%, 09/14/2035 | 3,400,246 | ||||||
5,341,310 | ||||||||
Capital Markets – 2.6% | ||||||||
The Goldman Sachs Group, Inc. | ||||||||
1,137,000 | 1.431% (SOFR + 0.798%), 03/09/20273 | 1,021,362 | ||||||
1,019,000 | 1.992% (SOFR + 1.090%), 01/27/20323 | 816,488 | ||||||
Morgan Stanley | ||||||||
349,000 | 0.790% (SOFR + 0.525%), 05/30/20253 | 330,489 | ||||||
695,000 | 1.593% (SOFR + 0.879%), 05/04/20273 | 625,489 | ||||||
2,793,828 |
See accompanying Notes to Financial Statements.
15
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BONDS (Continued) | ||||||||
FINANCIALS (Continued) | ||||||||
Consumer Finance – 0.7% | ||||||||
Capital One Financial Corp. | ||||||||
$ | 851,000 | 1.878% (SOFR + 0.855%), 11/02/20273 | $ | 742,505 | ||||
TOTAL FINANCIALS | 15,411,567 | |||||||
HEALTH CARE – 0.5% | ||||||||
Biotechnology – 0.2% | ||||||||
Amgen, Inc. | ||||||||
247,000 | 5.650%, 03/02/2053 | 256,082 | ||||||
Health Care Providers & Services – 0.3% | ||||||||
CVS Health Corp. | ||||||||
369,000 | 1.750%, 08/21/2030 | 301,493 | ||||||
TOTAL HEALTH CARE | 557,575 | |||||||
INDUSTRIALS – 1.2% | ||||||||
Aerospace & Defense – 0.9% | ||||||||
The Boeing Co. | ||||||||
1,005,000 | 4.875%, 05/01/2025 | 1,004,130 | ||||||
Road & Rail – 0.3% | ||||||||
BNSF Railway Co 2015-1 Pass Through Trust | ||||||||
185,218 | 3.442%, 06/16/20281 | 178,262 | ||||||
Union Pacific Railroad Co 2014-1 Pass Through Trust | ||||||||
144,236 | 3.227%, 05/14/2026 | 138,240 | ||||||
316,502 | ||||||||
TOTAL INDUSTRIALS | 1,320,632 | |||||||
INFORMATION TECHNOLOGY – 1.8% | ||||||||
IT Services – 0.2% | ||||||||
International Business Machines Corp. | ||||||||
200,000 | 1.700%, 05/15/2027 | 180,879 | ||||||
Semiconductors & Semiconductor Equipment – 0.2% | ||||||||
Intel Corp. | ||||||||
108,000 | 5.125%, 02/10/2030 | 110,679 | ||||||
137,000 | 5.700%, 02/10/2053 | 140,321 | ||||||
251,000 | ||||||||
Software – 0.8% | ||||||||
Oracle Corp. | ||||||||
397,000 | 2.300%, 03/25/2028 | 355,294 | ||||||
575,000 | 3.600%, 04/01/2040 | 446,973 | ||||||
802,267 | ||||||||
Technology Hardware, Storage & Peripherals – 0.6% | ||||||||
Apple, Inc. | ||||||||
269,000 | 4.650%, 02/23/2046 | 271,038 | ||||||
402,000 | 3.950%, 08/08/2052 | 359,214 | ||||||
630,252 | ||||||||
TOTAL INFORMATION TECHNOLOGY | 1,864,398 |
See accompanying Notes to Financial Statements.
16
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BONDS (Continued) | ||||||||
MATERIALS – 0.3% | ||||||||
Chemicals – 0.3% | ||||||||
DuPont de Nemours, Inc. | ||||||||
$ | 306,000 | 4.493%, 11/15/2025 | $ | 305,268 | ||||
TOTAL MATERIALS | 305,268 | |||||||
TRANSPORTATION AND WAREHOUSING – 0.7% | ||||||||
Rail Transportation – 0.7% | ||||||||
Burlington Northern Santa Fe LLC | ||||||||
725,000 | 4.550%, 09/01/2044 | 688,531 | ||||||
TOTAL TRANSPORTATION AND WAREHOUSING | 688,531 | |||||||
UTILITIES – 3.8% | ||||||||
Electric Utilities – 3.8% | ||||||||
Alabama Power Co. | ||||||||
375,000 | 3.450%, 10/01/2049 | 283,431 | ||||||
Duke Energy Carolinas LLC | ||||||||
1,200,000 | 5.300%, 02/15/2040 | 1,257,026 | ||||||
Duke Energy Corp. | ||||||||
151,000 | 2.450%, 06/01/2030 | 129,836 | ||||||
Florida Power & Light Co. | ||||||||
330,000 | 5.300%, 04/01/2053 | 352,328 | ||||||
MidAmerican Energy Co. | ||||||||
1,000,000 | 4.250%, 07/15/2049 | 903,031 | ||||||
NextEra Energy Capital Holdings, Inc. | ||||||||
510,000 | 5.050%, 02/28/2033 | 515,837 | ||||||
Virginia Electric and Power Co. | ||||||||
544,000 | 5.450%, 04/01/2053 | 558,313 | ||||||
TOTAL UTILITIES | 3,999,802 | |||||||
TOTAL CORPORATE BONDS | ||||||||
(Cost $31,046,211) | 30,320,798 | |||||||
FOREIGN GOVERNMENT AGENCY ISSUE – 1.1% | ||||||||
International Bank for Reconstruction and Development | ||||||||
1,524,000 | 2.700%, 12/28/20372 | 1,233,090 | ||||||
TOTAL FOREIGN GOVERNMENT AGENCY ISSUE | ||||||||
(Cost $1,511,906) | 1,233,090 | |||||||
MORTGAGE BACKED SECURITIES – 27.3% | ||||||||
BBCMS Mortgage Trust 2022-C14 | ||||||||
187,377 | 1.727%, 02/18/2055 | 175,851 | ||||||
COMM 2012-CCRE4 Mortgage Trust | ||||||||
19,176 | 2.853%, 10/17/2045 | 18,598 | ||||||
DBUBS 2017-BRBK Mortgage Trust | ||||||||
300,000 | 3.452%, 10/12/20341 | 272,900 |
See accompanying Notes to Financial Statements.
17
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
MORTGAGE BACKED SECURITIES (Continued) | ||||||||
Ellington Financial Mortgage Trust 2020-1 | ||||||||
$ | 170,686 | 2.006%, 05/25/20651,4 | $ | 163,726 | ||||
EQUS 2021-EQAZ Mortgage Trust | ||||||||
599,988 | 5.703% (1 Month LIBOR USD + 0.755%), 10/15/20361,3 | 581,306 | ||||||
Fannie Mae Pool | ||||||||
36,731 | 2.500%, 08/01/2028 | 35,030 | ||||||
28,737 | 5.000%, 11/01/2029 | 29,155 | ||||||
8,971 | 4.000%, 10/01/2030 | 8,761 | ||||||
81,557 | 4.500%, 05/01/2031 | 81,394 | ||||||
67,503 | 4.000%, 09/01/2031 | 65,917 | ||||||
31,112 | 4.500%, 01/01/2032 | 31,050 | ||||||
19,773 | 3.500%, 04/01/2032 | 19,466 | ||||||
269,167 | 3.000%, 05/01/2033 | 254,102 | ||||||
72,447 | 4.500%, 05/01/2034 | 72,303 | ||||||
90,933 | 4.000%, 06/01/2034 | 88,792 | ||||||
127,127 | 3.500%, 08/01/2034 | 123,897 | ||||||
104,221 | 3.500%, 12/01/2034 | 101,571 | ||||||
97,129 | 4.000%, 11/01/2035 | 94,846 | ||||||
46,340 | 3.500%, 11/01/2035 | 45,162 | ||||||
108,119 | 4.000%, 07/01/2037 | 105,570 | ||||||
104,080 | 3.500%, 12/01/2037 | 99,693 | ||||||
102,200 | 4.000%, 12/01/2037 | 99,799 | ||||||
72,048 | 4.000%, 06/01/2038 | 70,532 | ||||||
2,685 | 4.000%, 03/01/2039 | 2,628 | ||||||
43,377 | 4.500%, 01/01/2040 | 43,558 | ||||||
285,915 | 3.000%, 01/01/2040 | 265,978 | ||||||
34,052 | 4.500%, 01/01/2040 | 34,131 | ||||||
11,117 | 4.500%, 07/01/2040 | 11,163 | ||||||
319,877 | 2.000%, 08/01/2040 | 276,128 | ||||||
74,621 | 4.000%, 09/01/2040 | 72,356 | ||||||
17,853 | 4.500%, 09/01/2040 | 17,928 | ||||||
3,614 | 4.000%, 09/01/2040 | 3,538 | ||||||
206,020 | 2.500%, 10/01/2040 | 184,136 | ||||||
322,904 | 3.000%, 10/01/2040 | 299,241 | ||||||
247,638 | 2.000%, 11/01/2040 | 213,767 | ||||||
12,281 | 4.500%, 11/01/2040 | 12,126 | ||||||
30,634 | 4.500%, 12/01/2040 | 30,683 | ||||||
151,288 | 2.000%, 01/01/2041 | 130,583 | ||||||
5,524 | 4.000%, 01/01/2041 | 5,408 | ||||||
28,366 | 4.000%, 01/01/2041 | 27,766 | ||||||
51,621 | 4.000%, 01/01/2041 | 50,530 | ||||||
417,885 | 2.500%, 02/01/2041 | 373,475 | ||||||
364,510 | 1.500%, 03/01/2041 | 300,626 | ||||||
226,738 | 2.500%, 03/01/2041 | 202,641 | ||||||
73,326 | 4.500%, 04/01/2041 | 73,634 | ||||||
14,057 | 4.500%, 05/01/2041 | 14,089 | ||||||
480,341 | 2.500%, 09/01/2041 | 429,289 | ||||||
491,925 | 2.500%, 10/01/2041 | 441,161 | ||||||
9,006 | 4.000%, 10/01/2041 | 8,819 | ||||||
304,585 | 2.500%, 11/01/2041 | 270,136 | ||||||
19,430 | 3.000%, 09/01/2042 | 17,906 |
See accompanying Notes to Financial Statements.
18
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
MORTGAGE BACKED SECURITIES (Continued) | ||||||||
Fannie Mae Pool (Continued) | ||||||||
$ | 178,613 | 3.000%, 04/01/2043 | $ | 165,176 | ||||
107,144 | 3.500%, 07/01/2043 | 101,634 | ||||||
39,649 | 3.500%, 01/01/2044 | 37,606 | ||||||
360,445 | 3.000%, 04/01/2045 | 332,177 | ||||||
32,559 | 3.500%, 12/01/2045 | 30,762 | ||||||
164,521 | 4.500%, 03/01/2046 | 165,209 | ||||||
98,223 | 3.000%, 04/01/2046 | 90,312 | ||||||
174,594 | 2.500%, 05/01/2046 | 153,970 | ||||||
131,143 | 3.000%, 06/01/2046 | 120,863 | ||||||
92,427 | 3.500%, 06/01/2046 | 87,467 | ||||||
65,836 | 3.000%, 10/01/2046 | 60,435 | ||||||
6,001 | 3.000%, 11/01/2046 | 5,525 | ||||||
175,964 | 3.000%, 02/01/2047 | 161,337 | ||||||
738,416 | 2.500%, 11/01/2047 | 651,205 | ||||||
269,062 | 2.500%, 12/01/2047 | 237,285 | ||||||
48,327 | 3.500%, 03/01/2048 | 45,591 | ||||||
193,409 | 2.500%, 04/01/2048 | 170,567 | ||||||
106,218 | 3.000%, 04/01/2048 | 97,235 | ||||||
304,947 | 3.500%, 08/01/2048 | 287,171 | ||||||
108,008 | 3.500%, 08/01/2048 | 101,919 | ||||||
98,668 | 3.500%, 11/01/2048 | 93,052 | ||||||
8,419 | 4.500%, 11/01/2048 | 8,358 | ||||||
128,473 | 3.000%, 12/01/2048 | 117,701 | ||||||
43,085 | 3.000%, 02/01/2049 | 39,385 | ||||||
17,910 | 3.500%, 02/01/2049 | 16,850 | ||||||
507,845 | 3.500%, 09/01/2049 | 467,655 | ||||||
95,514 | 3.000%, 12/01/2049 | 86,713 | ||||||
381,500 | 2.500%, 04/01/2050 | 326,205 | ||||||
275,043 | 2.500%, 05/01/2050 | 235,176 | ||||||
143,163 | 3.500%, 08/01/2050 | 135,848 | ||||||
310,068 | 2.000%, 03/01/2051 | 262,184 | ||||||
1,327,228 | 2.500%, 07/01/2051 | 1,158,124 | ||||||
306,348 | 4.000%, 08/01/2051 | 295,491 | ||||||
791,517 | 2.500%, 08/01/2051 | 686,663 | ||||||
155,803 | 4.000%, 07/01/2056 | 149,611 | ||||||
Fannie Mae REMICS | ||||||||
14,675 | 5.500%, 01/25/2026 | 14,549 | ||||||
98,681 | 4.000%, 04/25/2033 | 97,173 | ||||||
225,000 | 4.000%, 09/25/2033 | 219,738 | ||||||
3,768 | 5.000%, 08/25/2035 | 3,812 | ||||||
228,000 | 3.500%, 10/25/2037 | 218,002 | ||||||
537 | 2.000%, 07/25/2041 | 528 | ||||||
37,518 | 2.000%, 12/25/2041 | 34,342 | ||||||
116,257 | 3.500%, 02/25/2043 | 111,420 | ||||||
5,293 | 3.500%, 08/25/2043 | 5,183 | ||||||
91,228 | 2.000%, 10/25/2044 | 85,556 | ||||||
70,060 | 2.000%, 10/25/2044 | 62,858 | ||||||
37,961 | 3.000%, 04/25/2045 | 35,746 | ||||||
83,742 | 3.500%, 09/25/2048 | 80,494 | ||||||
66,113 | 3.000%, 07/25/2049 | 60,483 | ||||||
9,832 | 3.500%, 06/25/2053 | 9,491 |
See accompanying Notes to Financial Statements.
19
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
MORTGAGE BACKED SECURITIES (Continued) | ||||||||
Fannie Mae Trust 2003-W8 | ||||||||
$ | 14,224 | 5.370% (1 Month LIBOR USD + 0.350%), 05/25/20423 | $ | 14,096 | ||||
Freddie Mac Gold Pool | ||||||||
63,446 | 4.500%, 05/01/2031 | 63,385 | ||||||
5,582 | 4.000%, 09/01/2031 | 5,456 | ||||||
39,803 | 3.500%, 06/01/2033 | 38,832 | ||||||
106,020 | 4.000%, 11/01/2033 | 103,634 | ||||||
13,618 | 3.500%, 07/01/2036 | 13,151 | ||||||
23,076 | 4.500%, 12/01/2039 | 23,197 | ||||||
22,503 | 4.000%, 01/01/2041 | 22,051 | ||||||
41,899 | 3.000%, 11/01/2042 | 38,653 | ||||||
89,040 | 3.500%, 12/01/2042 | 85,098 | ||||||
331,216 | 3.000%, 12/01/2046 | 303,998 | ||||||
254,206 | 3.000%, 12/01/2046 | 233,593 | ||||||
63,818 | 3.000%, 01/01/2047 | 58,574 | ||||||
Freddie Mac Multifamily Structured Pass Through Certificates | ||||||||
40,656 | 3.842%, 01/25/20464 | 40,423 | ||||||
Freddie Mac Pool | ||||||||
327,101 | 3.000%, 07/01/2038 | 305,222 | ||||||
424,392 | 3.000%, 09/01/2039 | 395,312 | ||||||
163,317 | 2.500%, 04/01/2042 | 144,859 | ||||||
426,302 | 3.000%, 05/01/2042 | 390,770 | ||||||
33,475 | 3.500%, 01/01/2048 | 31,496 | ||||||
1,088,807 | 3.500%, 06/01/2049 | 1,027,112 | ||||||
257,282 | 2.500%, 11/01/2050 | 223,209 | ||||||
331,557 | 2.000%, 02/01/2051 | 276,965 | ||||||
487,470 | 2.500%, 03/01/2051 | 426,588 | ||||||
612,109 | 2.500%, 09/01/2051 | 531,156 | ||||||
315,596 | 3.500%, 10/01/2051 | 294,646 | ||||||
404,481 | 2.000%, 11/01/2051 | 337,532 | ||||||
532,677 | 3.000%, 12/01/2051 | 479,470 | ||||||
Freddie Mac REMICS | ||||||||
11,979 | 4.500%, 09/15/2025 | 11,868 | ||||||
128,333 | 3.500%, 08/15/2027 | 125,469 | ||||||
142,825 | 3.000%, 08/15/2040 | 138,271 | ||||||
139,212 | 2.000%, 09/15/2041 | 129,357 | ||||||
14,932 | 2.000%, 12/15/2041 | 13,721 | ||||||
311,859 | 2.000%, 11/15/2042 | 285,612 | ||||||
61,779 | 3.000%, 05/15/2043 | 59,587 | ||||||
25,335 | 3.000%, 11/15/2043 | 24,591 | ||||||
92,330 | 2.000%, 03/25/2044 | 84,758 | ||||||
186,693 | 3.000%, 08/15/2044 | 177,749 | ||||||
295,839 | 3.000%, 06/25/2048 | 273,519 | ||||||
133,338 | 1.000%, 04/25/2049 | 112,685 | ||||||
54,573 | 1.000%, 01/25/2050 | 42,809 | ||||||
193,831 | 3.250%, 04/15/20535 | 187,415 | ||||||
40,850 | 3.000%, 01/15/2055 | 39,306 | ||||||
Freddie Mac Structured Pass-Through Certificates | ||||||||
100,707 | 4.865% (12 Month US Treasury Average + 1.400%), 07/25/20443 | 94,512 | ||||||
15,894 | 4.665% (12 Month US Treasury Average + 1.200%), 10/25/20443 | 14,745 |
See accompanying Notes to Financial Statements.
20
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
MORTGAGE BACKED SECURITIES (Continued) | ||||||||
Government National Mortgage Association | ||||||||
$ | 270 | 5.000%, 12/20/2027 | $ | 267 | ||||
108,796 | 2.750%, 06/20/2042 | 104,367 | ||||||
209,000 | 3.000%, 01/20/2043 | 187,941 | ||||||
28,688 | 2.200%, 11/16/2043 | 28,022 | ||||||
9,348 | 2.250%, 09/16/2044 | 8,978 | ||||||
29,183 | 2.000%, 03/20/2045 | 26,341 | ||||||
9,809 | 2.500%, 10/20/2045 | 9,358 | ||||||
19,295 | 2.500%, 09/20/2046 | 18,072 | ||||||
388,062 | 2.000%, 03/20/2050 | 339,678 | ||||||
142,070 | 1.000%, 08/20/2050 | 110,607 | ||||||
170,850 | 1.250%, 05/20/2051 | 135,652 | ||||||
1,789,197 | 1.750%, 09/20/2051 | 1,576,981 | ||||||
GS Mortgage Securities Corp Trust 2021-RENT | ||||||||
544,360 | 5.682% (1 Month LIBOR USD + 0.700%), 11/21/20351,3 | 512,228 | ||||||
GS Mortgage Securities Corp Trust 2021-ROSS | ||||||||
310,000 | 6.098% (1 Month LIBOR USD + 1.150%), 06/16/20361,3 | 280,495 | ||||||
ILPT Trust 2019-SURF | ||||||||
145,000 | 4.145%, 02/13/20411 | 135,449 | ||||||
JP Morgan Chase Commercial Mortgage Securities Trust 2016-JP2 | ||||||||
124,000 | 2.822%, 08/17/2049 | 115,136 | ||||||
Morgan Stanley Capital I Trust 2015-UBS8 | ||||||||
168,000 | 3.809%, 12/17/2048 | 160,973 | ||||||
Morgan Stanley Capital I Trust 2016-UBS9 | ||||||||
337,000 | 3.594%, 03/17/2049 | 320,815 | ||||||
Morgan Stanley Capital I Trust 2016-UBS12 | ||||||||
413,000 | 3.596%, 12/17/2049 | 390,087 | ||||||
PSMC 2020-3 Trust | ||||||||
925,000 | 3.000%, 11/25/20501,4 | 764,405 | ||||||
RLGH Trust 2021-TROT | ||||||||
430,000 | 5.748% (1 Month LIBOR USD + 0.800%), 04/15/20361,3 | 416,242 | ||||||
Seasoned Credit Risk Transfer Trust | ||||||||
82,788 | 2.000%, 11/25/2060 | 73,868 | ||||||
UBS Commercial Mortgage Trust | ||||||||
334,000 | 2.921%, 10/18/2052 | 294,292 | ||||||
Wells Fargo Commercial Mortgage Trust 2016-C35 | ||||||||
160,000 | 2.931%, 07/17/2048 | 148,491 | ||||||
Wells Fargo Commercial Mortgage Trust 2017-RB1 | ||||||||
351,000 | 3.635%, 03/15/2050 | 328,023 | ||||||
Wells Fargo Commercial Mortgage Trust 2021-SAVE | ||||||||
222,710 | 6.098% (1 Month LIBOR USD + 1.150%), 02/15/20401,3 | 209,161 | ||||||
TOTAL MORTGAGE BACKED SECURITIES | ||||||||
(Cost $32,571,606) | 29,095,063 | |||||||
U.S. GOVERNMENT AGENCY ISSUES – 30.4% | ||||||||
Fannie Mae Pool | ||||||||
129,419 | 2.500%, 10/01/2050 | 113,655 | ||||||
Federal Farm Credit Banks Funding Corp. | ||||||||
585,000 | 2.750%, 03/07/2029 | 535,519 | ||||||
710,000 | 1.370%, 03/20/2029 | 605,077 | ||||||
705,000 | 1.230%, 07/29/2030 | 570,418 |
See accompanying Notes to Financial Statements.
21
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
U.S. GOVERNMENT AGENCY ISSUES (Continued) | ||||||||
Federal Farm Credit Banks Funding Corp. (Continued) | ||||||||
$ | 465,000 | 4.330%, 06/02/2031 | $ | 445,887 | ||||
2,254,000 | 2.150%, 12/01/2031 | 1,900,691 | ||||||
695,000 | 2.200%, 12/09/2031 | 588,027 | ||||||
687,000 | 2.950%, 02/17/2032 | 610,455 | ||||||
247,000 | 2.940%, 02/23/2032 | 219,289 | ||||||
1,849,000 | 3.000%, 03/08/2032 | 1,648,053 | ||||||
317,000 | 4.370%, 05/17/2032 | 302,969 | ||||||
463,000 | 4.350%, 06/01/2032 | 442,138 | ||||||
1,516,000 | 4.700%, 06/29/2032 | 1,466,033 | ||||||
600,000 | 4.980%, 07/20/2032 | 585,468 | ||||||
3,050,000 | 2.390%, 01/19/2033 | 2,575,713 | ||||||
1,070,000 | 4.800%, 04/13/2033 | 1,070,380 | ||||||
1,378,000 | 2.480%, 02/01/2034 | 1,149,474 | ||||||
1,280,000 | 2.550%, 12/21/2034 | 1,049,912 | ||||||
1,355,000 | 3.250%, 02/23/2035 | 1,180,696 | ||||||
1,706,000 | 3.360%, 02/23/2037 | 1,472,150 | ||||||
Federal Home Loan Banks | ||||||||
1,043,250 | 1.000%, 03/23/2026 | 953,355 | ||||||
1,640,000 | 1.125%, 11/23/20265 | 1,516,270 | ||||||
1,410,000 | 1.250%, 12/22/20265 | 1,309,240 | ||||||
1,170,000 | 3.500%, 04/29/20275 | 1,148,276 | ||||||
100,000 | 0.750%, 08/26/20275 | 91,306 | ||||||
250,000 | 2.640%, 02/25/2032 | 217,458 | ||||||
1,000,000 | 1.500%, 09/30/2033 | 769,461 | ||||||
685,000 | 2.750%, 02/22/2034 | 584,618 | ||||||
5,335,000 | 2.325%, 10/14/2036 | 4,144,428 | ||||||
360,000 | 2.900%, 02/18/2037 | 296,129 | ||||||
1,270,000 | 3.000%, 02/24/2037 | 1,055,978 | ||||||
Ginnie Mae I Pool | ||||||||
650,757 | 4.000%, 11/15/2024 | 37,800 | ||||||
38,227 | 3.020%, 09/15/2041 | 287,514 | ||||||
301,775 | 3.000%, 08/15/2045 | 289,276 | ||||||
Ginnie Mae II Pool | ||||||||
77,423 | 3.500%, 04/20/2027 | 76,092 | ||||||
28,115 | 3.500%, 07/20/2027 | 27,631 | ||||||
608,295 | 3.500%, 12/20/2034 | 593,140 | ||||||
56,636 | 5.000%, 07/20/2048 | 57,260 | ||||||
413,789 | 3.000%, 10/20/2051 | 379,116 | ||||||
TOTAL U.S. GOVERNMENT AGENCY ISSUES | ||||||||
(Cost $34,401,281) | 32,366,352 | |||||||
U.S. GOVERNMENT NOTES/BONDS – 1.0% | ||||||||
United States Treasury Note/Bond | ||||||||
333,000 | 3.625%, 03/31/2028 | 334,834 | ||||||
167,000 | 3.500%, 02/15/2033 | 168,005 | ||||||
561,000 | 3.625%, 02/15/2053 | 556,398 | ||||||
TOTAL U.S. GOVERNMENT NOTES/BONDS | ||||||||
(Cost $1,054,511) | 1,059,237 |
See accompanying Notes to Financial Statements.
22
North Square McKee Bond Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CERTIFICATES OF DEPOSIT – 5.6% | ||||||||
$ | 150,000 | American Express National Bank, 5.250% | $ | 150,742 | ||||
1,000,000 | American Express National Bank, 4.800% | 998,434 | ||||||
250,000 | Bank of New York Mellon/The, 5.000% | 250,113 | ||||||
750,000 | BMW Bank of North America, 4.850% | 750,048 | ||||||
245,000 | Charles Schwab Bank SSB, 5.050% | 245,326 | ||||||
500,000 | City National Bank/Los Angeles CA, 5.100% | 502,151 | ||||||
800,000 | Discover Bank, 5.050% | 805,740 | ||||||
750,000 | Morgan Stanley Bank NA, 4.850% | 750,040 | ||||||
750,000 | Morgan Stanley Private Bank NA, 4.850% | 750,040 | ||||||
248,000 | Synchrony Bank, 5.000% | 249,758 | ||||||
245,000 | UBS Bank USA, 4.500% | 242,012 | ||||||
245,000 | Wells Fargo Bank NA, 4.650% | 243,492 | ||||||
TOTAL CERTIFICATES OF DEPOSIT | ||||||||
(Cost $5,918,045) | 5,937,896 | |||||||
Number | ||||||||
of Shares | ||||||||
SHORT-TERM INVESTMENT – 0.7% | ||||||||
785,922 | First American Treasury Obligations Fund – Class X, 4.76%6 | 785,922 | ||||||
TOTAL SHORT-TERM INVESTMENT | ||||||||
(Cost $785,922) | 785,922 | |||||||
TOTAL INVESTMENTS – 99.2% | ||||||||
(Cost $112,458,847) | 105,674,007 | |||||||
Other Assets in Excess of Liabilities – 0.8% | 799,927 | |||||||
TOTAL NET ASSETS – 100.0% | $ | 106,473,934 |
LIBOR – London Inter-bank Offered Rate
SOFR – Secured Overnight Financing Rate
1 | Security as defined in Rule 144A under the Securities Act of 1933 and classified as liquid under the Fund’s liquidity risk management program. Purchased in a private placement transaction; resale to the public may require registration or may extend only to qualified institutional buyers. At April 30, 2023, the value of these securities total $7,978,212 which represents 7.49% of total net assets. |
2 | Foreign security denominated in U.S. Dollars. |
3 | Variable rate security based on a reference index and spread. The rate reported is the rate in effect as of April 30, 2023. |
4 | Variable rate security. The coupon is based on an underlying pool of loans. The rate reported is the rate in effect as of April 30, 2023. |
5 | Step-up bond; the interest rate shown is the rate in effect as of April 30, 2023. |
6 | The rate is the annualized seven-day yield at period end. |
Investments are classified by industry pursuant to the Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of Morgan Stanley Capital International, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
See accompanying Notes to Financial Statements.
23
North Square McKee Bond Fund |
SUMMARY OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Percent of Total | ||||
Security Type/Sector | Net Assets | |||
Asset Backed Securities | 4.6 | % | ||
Corporate Bonds | ||||
Financials | 14.5 | % | ||
Utilities | 3.8 | % | ||
Information Technology | 1.8 | % | ||
Energy | 1.7 | % | ||
Communication Services | 1.5 | % | ||
Consumer Discretionary | 1.3 | % | ||
Industrials | 1.2 | % | ||
Consumer Staples | 1.2 | % | ||
Transportation and Warehousing | 0.7 | % | ||
Health Care | 0.5 | % | ||
Materials | 0.3 | % | ||
Total Corporate Bonds | 28.5 | % | ||
Foreign Government Agency Issue | 1.1 | % | ||
Mortgage Backed Securities | 27.3 | % | ||
U.S. Government Agency Issues | 30.4 | % | ||
U.S. Government Notes/Bonds | 1.0 | % | ||
Certificates of Deposit | 5.6 | % | ||
Short-Term Investment | 0.7 | % | ||
Total Investments | 99.2 | % | ||
Other Assets in Excess of Liabilities | 0.8 | % | ||
Total Net Assets | 100.0 | % |
See accompanying Notes to Financial Statements.
24
North Square Strategic Income Fund |
SCHEDULE OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Number | ||||||||
of Shares | Value | |||||||
COMMON STOCKS – 2.9% | ||||||||
ENERGY – 1.5% | ||||||||
Energy Equipment & Services – 0.8% | ||||||||
26,872 | Schlumberger N.V.1 | $ | 1,326,133 | |||||
Oil, Gas & Consumable Fuels – 0.6% | ||||||||
11,594 | ConocoPhillips | 1,192,907 | ||||||
TOTAL ENERGY | 2,519,040 | |||||||
MATERIALS – 1.4% | ||||||||
Metals & Mining – 1.4% | ||||||||
21,000 | Barrick Gold Corp.1 | 399,840 | ||||||
2,600 | Franco-Nevada Corp.1 | 394,628 | ||||||
30,383 | Freeport-McMoRan, Inc. | 1,151,820 | ||||||
8,088 | Newmont Corp. | 383,371 | ||||||
TOTAL MATERIALS | 2,329,659 | |||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $5,294,315) | 4,848,699 | |||||||
Principal | ||||||||
Amount | ||||||||
ASSET BACKED SECURITIES – 9.9% | ||||||||
Aegis Asset Backed Securities Trust 2005-2 | ||||||||
$ | 1,813,535 | 5.740% (1 Month LIBOR USD + 0.720%), 06/25/20353 | 1,679,226 | |||||
Aligned Data Centers Issuer LLC | ||||||||
1,698,000 | 1.937%, 08/15/20462 | 1,510,029 | ||||||
American Homes 4 Rent 2014-SFR2 Trust | ||||||||
894,447 | 3.786%, 10/17/20362 | 870,375 | ||||||
American Homes 4 Rent 2014-SFR3 Trust | ||||||||
1,119,577 | 3.678%, 12/18/20362 | 1,090,233 | ||||||
Asset-Backed Pass-Through Certificates Series 2004-R2 | ||||||||
527,500 | 3.7738% (1 Month LIBOR USD + 0.645%), 04/25/20343 | 527,072 | ||||||
Bayview Financial Mortgage Pass-Through Trust 2006-A | ||||||||
389,806 | 5.806% (1 Month LIBOR USD + 0.975%), 02/28/20413 | 389,300 | ||||||
FBR Securitization Trust | ||||||||
812,534 | 5.725% (1 Month LIBOR USD + 0.705%), 11/25/20353 | 790,025 | ||||||
HI-FI Music IP Issuer LP | ||||||||
1,380,000 | 3.939%, 02/01/2062 | 1,283,768 | ||||||
HSI Asset Securitization Corp Trust 2006-OPT3 | ||||||||
288,930 | 5.560% (1 Month LIBOR USD + 0.540%), 02/25/20363 | 283,103 | ||||||
Hyundai Auto Receivables Trust 2022-C | ||||||||
1,915,000 | 5.390%, 06/15/2027 | 1,935,960 | ||||||
JP Morgan Mortgage Acquisition Trust 2006-CH1 | ||||||||
290,000 | 5.340% (1 Month LIBOR USD + 0.320%), 07/25/20363 | 282,710 | ||||||
JP Morgan Mortgage Acquisition Trust 2007-CH3 | ||||||||
503,972 | 5.280% (1 Month LIBOR USD + 0.260%), 03/25/20373 | 488,549 | ||||||
Libra Solutions 2023-1 LLC | ||||||||
942,799 | 7.000%, 02/15/20352 | 939,541 | ||||||
Long Beach Mortgage Loan Trust 2005-1 | ||||||||
973,194 | 6.295% (1 Month LIBOR USD + 1.275%), 02/25/20353 | 937,589 |
See accompanying Notes to Financial Statements.
25
North Square Strategic Income Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
ASSET BACKED SECURITIES (Continued) | ||||||||
NMEF Funding 2022-A LLC | ||||||||
$ | 1,598,283 | 2.580%, 10/16/20282 | $ | 1,551,232 | ||||
Oasis Securitization Funding LLC | ||||||||
273,176 | 2.143%, 10/15/20332 | 268,381 | ||||||
Planet Fitness Master Issuer LLC | ||||||||
1,237,500 | 3.251%, 12/05/20512 | 1,116,768 | ||||||
Renaissance Home Equity Loan Trust 2005-3 | ||||||||
657,459 | 5.140%, 11/25/20354 | 647,282 | ||||||
TOTAL ASSET BACKED SECURITIES | ||||||||
(Cost $17,029,509) | 16,591,143 | |||||||
CORPORATE BONDS – 59.7% | ||||||||
COMMUNICATION SERVICES – 3.6% | ||||||||
Entertainment – 1.6% | ||||||||
Warnermedia Holdings, Inc. | ||||||||
3,000,000 | 4.279%, 03/15/20322 | 2,666,597 | ||||||
Interactive Media & Services – 1.7% | ||||||||
Meta Platforms, Inc. | ||||||||
3,000,000 | 3.850%, 08/15/2032 | 2,833,946 | ||||||
Wireless Telecommunication Services – 0.3% | ||||||||
Vodafone Group PLC | ||||||||
515,000 | 7.000% (5 Year Swap Rate USD + 4.873%), 04/04/20791,3 | 528,745 | ||||||
TOTAL COMMUNICATION SERVICES | 6,029,288 | |||||||
CONSUMER DISCRETIONARY – 1.5% | ||||||||
Automobiles – 1.5% | ||||||||
Ford Motor Credit Company LLC | ||||||||
1,500,000 | 3.810%, 01/09/2024 | 1,474,587 | ||||||
NISSAN MOTOR CO., LTD. | ||||||||
1,000,000 | 4.810%, 09/17/20301 | 877,311 | ||||||
TOTAL CONSUMER DISCRETIONARY | 2,351,898 | |||||||
CONSUMER STAPLES – 0.5% | ||||||||
Food Products – 0.5% | ||||||||
JBS USA LUX SA / JBS USA Food Co / JBS USA Finance, Inc. | ||||||||
1,000,000 | 3.000%, 02/02/20291,2 | 858,194 | ||||||
TOTAL CONSUMER STAPLES | 858,194 | |||||||
ENERGY – 4.9% | ||||||||
Oil, Gas & Consumable Fuels – 4.9% | ||||||||
Enbridge Inc. | ||||||||
800,000 | 5.750% (5 Year CMT Rate + 5.314%), 07/15/20801,3 | 733,690 | ||||||
2,000,000 | 7.375% (5 Year CMT Rate + 3.708%), 01/15/20831,3 | 1,985,000 | ||||||
Energy Transfer LP | ||||||||
1,500,000 | 8.892% (3 Month LIBOR USD + 4.028%), 08/15/20233 | 1,339,663 | ||||||
1,500,000 | 7.125% (5 Year CMT Rate + 5.306%), 11/15/21653 | 1,267,500 |
See accompanying Notes to Financial Statements.
26
North Square Strategic Income Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BONDS (Continued) | ||||||||
ENERGY (Continued) | ||||||||
Plains All American Pipeline LP | ||||||||
$ | 3,250,000 | 8.716% (3 Month LIBOR USD + 4.110%), 12/31/21993 | $ | 2,892,500 | ||||
TOTAL ENERGY | 8,218,353 | |||||||
FINANCIALS – 40.9% | ||||||||
Banks – 23.7% | ||||||||
BNP Paribas SA | ||||||||
3,000,000 | 4.625% (5 Year CMT Rate + 3.340%), 08/25/21711,3 | 2,135,700 | ||||||
Citigroup Inc. | ||||||||
3,000,000 | 5.000% (SOFR + 3.813%), 03/12/21723 | 2,820,000 | ||||||
Citizens Financial Group, Inc. | ||||||||
3,000,000 | 4.000% (5 Year CMT Rate + 3.215%), 10/06/21713 | 2,340,000 | ||||||
Cooperatieve Rabobank UA | ||||||||
3,000,000 | 3.250% (5 Year Swap Rate EUR + 3.702%), 12/29/21711,3 | 2,683,828 | ||||||
Credit Agricole SA | ||||||||
3,000,000 | 6.875% (5 Year Swap Rate USD + 4.319%), 03/23/21721,3 | 2,886,150 | ||||||
Fifth Third Bancorp | ||||||||
3,000,000 | 5.100% (3 Month LIBOR USD + 3.033%), 12/31/20493 | 2,722,500 | ||||||
HSBC Holdings Plc | ||||||||
3,000,000 | 8.000% (5 Year CMT Rate + 3.858%), 09/07/21711,3 | 2,985,000 | ||||||
1,254,000 | 4.700% (5 Year CMT Rate + 3.250%), 09/09/21711,3 | 937,365 | ||||||
Huntington Bancshares Inc. of Ohio | ||||||||
1,000,000 | 5.700% (3 Month LIBOR USD + 2.880%), 07/15/21713 | 911,000 | ||||||
ING Groep NV | ||||||||
3,200,000 | 3.875% (5 Year CMT Rate + 2.862%), 11/16/21691,3 | 2,274,873 | ||||||
JPMorgan Chase & Co. | ||||||||
3,000,000 | 4.600% (SOFR + 3.125%), 05/01/21693 | 2,790,000 | ||||||
Lloyds Banking Group Plc | ||||||||
3,000,000 | 8.000% (5 Year CMT Rate + 3.913%), 06/27/21711,3 | 2,751,000 | ||||||
M&T Bank Corp. | ||||||||
4,000,000 | 3.500% (5 Year CMT Rate + 2.679%), 03/01/20273 | 2,640,000 | ||||||
M&T Bank Corp. | ||||||||
325,000 | 6.450% (3 Month LIBOR USD + 3.610%), 12/29/20493 | 294,937 | ||||||
NatWest Group Plc | ||||||||
3,000,000 | 4.600% (5 Year CMT Rate + 3.100%), 09/30/21711,3 | 2,122,170 | ||||||
PNC Financial Services Group, Inc. | ||||||||
2,000,000 | 6.250% (7 Year CMT Rate + 2.808%), 06/15/21713 | 1,838,000 | ||||||
PNC Financial Services Group, Inc. | ||||||||
1,000,000 | 8.492% (3 Month LIBOR USD + 3.678%), 07/29/20493 | 998,449 | ||||||
Truist Financial Corp. | ||||||||
1,500,000 | 7.968% (3 Month LIBOR USD + 3.102%), 06/15/21713 | 1,443,750 | ||||||
Wells Fargo & Co. | ||||||||
2,000,000 | 5.900% (3 Month LIBOR USD + 3.110%), 12/29/20493 | 1,890,800 | ||||||
39,465,522 | ||||||||
Capital Markets – 9.5% | ||||||||
The Bank of New York Mellon | ||||||||
2,000,000 | 4.625% (3 Month LIBOR USD + 3.131%), 12/29/20493 | 1,822,096 | ||||||
500,000 | 4.947% (SOFR + 1.026%), 04/26/20273 | 503,899 |
See accompanying Notes to Financial Statements.
27
North Square Strategic Income Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BONDS (Continued) | ||||||||
FINANCIALS (Continued) | ||||||||
Capital Markets (Continued) | ||||||||
The Goldman Sachs Group, Inc. | ||||||||
$ | 2,920,000 | 4.125% (5 Year CMT Rate + 2.949%), 11/10/21703 | $ | 2,451,244 | ||||
Morgan Stanley | ||||||||
4,000,000 | 5.123% (SOFR + 1.730%), 02/01/20293 | 4,022,526 | ||||||
Northern Trust Corp. | ||||||||
2,250,000 | 4.600% (3 Month LIBOR USD + 3.202%), 04/01/20273 | 2,084,977 | ||||||
State Street Corporation | ||||||||
1,200,000 | 5.625% (3 Month LIBOR USD + 2.539%), 12/15/21713 | 1,104,000 | ||||||
UBS Group AG | ||||||||
2,000,000 | 7.000% (5 Year Swap Rate USD + 4.866%), 12/29/20491,3 | 1,900,708 | ||||||
2,000,000 | 7.000% (5 Year Swap Rate USD + 4.344%), 07/31/21711,3 | 1,880,000 | ||||||
15,769,450 | ||||||||
Consumer Finance – 0.4% | ||||||||
Discover Financial Services | ||||||||
1,000,000 | 5.500% (3 Month LIBOR USD + 3.076%), 04/30/20283 | 763,750 | ||||||
Financial Services – 1.6% | ||||||||
Corebridge Financial, Inc. | ||||||||
3,000,000 | 6.875% (5 Year CMT Rate + 3.846%), 12/15/20522,3 | 2,721,704 | ||||||
Insurance – 5.7% | ||||||||
The Allstate Corporation | ||||||||
2,000,000 | 5.750% (3 Month LIBOR USD + 2.938%), 08/15/20533 | 1,949,424 | ||||||
Assurant, Inc. | ||||||||
700,000 | 7.000% (3 Month LIBOR USD + 4.135%), 03/27/20483 | 671,028 | ||||||
MetLife, Inc. | ||||||||
1,400,000 | 3.850% (5 Year CMT Rate + 3.576%), 03/15/20263 | 1,305,500 | ||||||
PartnerRe Finance B LLC | ||||||||
500,000 | 4.500% (5 Year CMT Rate + 3.815%), 10/01/20503 | 420,811 | ||||||
The Progressive Corporation | ||||||||
3,300,000 | 7.405% (3 Month LIBOR USD + 2.539%), 09/15/21713 | 3,258,750 | ||||||
Prudential Financial, Inc. | ||||||||
2,000,000 | 6.000% (5 Year CMT Rate + 3.234%), 09/01/20523 | 1,925,028 | ||||||
9,530,541 | ||||||||
TOTAL FINANCIALS | 68,250,967 | |||||||
HEALTH CARE – 1.5% | ||||||||
Life Sciences Tools & Services – 1.5% | ||||||||
Agilent Technologies, Inc. | ||||||||
3,000,000 | 2.300%, 03/12/2031 | 2,525,680 | ||||||
TOTAL HEALTH CARE | 2,525,680 | |||||||
INDUSTRIALS – 1.8% | ||||||||
Industrial Conglomerates – 1.8% | ||||||||
General Electric Company | ||||||||
3,000,000 | 8.196% (3 Month LIBOR USD + 3.330%), 06/15/21713 | 3,006,000 | ||||||
TOTAL INDUSTRIALS | 3,006,000 |
See accompanying Notes to Financial Statements.
28
North Square Strategic Income Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
CORPORATE BONDS (Continued) | ||||||||
INFORMATION – 1.1% | ||||||||
Wireless Communication Services – 1.1% | ||||||||
T-Mobile USA, Inc. | ||||||||
$ | 2,000,000 | 3.875%, 04/15/2030 | $ | 1,884,226 | ||||
TOTAL INFORMATION | 1,884,226 | |||||||
UTILITIES – 3.9% | ||||||||
Electric Utilities – 1.5% | ||||||||
Duke Energy Corporation | ||||||||
1,000,000 | 4.875% (5 Year CMT Rate + 3.388%), 03/16/20253 | 963,588 | ||||||
Emera Inc. | ||||||||
750,000 | 6.750% (3 Month LIBOR USD + 5.440%), 06/15/20761,3 | 717,122 | ||||||
NextEra Energy Capital Holdings, Inc. | ||||||||
1,000,000 | 3.800% (5 Year CMT Rate + 2.547%), 03/15/20823 | 834,685 | ||||||
2,515,395 | ||||||||
Multi-Utilities – 2.4% | ||||||||
CenterPoint Energy, Inc. | ||||||||
3,000,000 | 6.125% (3 Month LIBOR USD + 3.270%), 03/01/21723 | 2,859,375 | ||||||
CMS Energy Corp. | ||||||||
700,000 | 3.750% (5 Year CMT Rate + 2.900%), 12/01/20503 | 528,340 | ||||||
Dominion Energy, Inc. | ||||||||
650,000 | 5.750% (3 Month LIBOR USD + 3.057%), 10/01/20543 | 619,125 | ||||||
4,006,840 | ||||||||
TOTAL UTILITIES | 6,522,235 | |||||||
TOTAL CORPORATE BONDS | ||||||||
(Cost $102,097,538) | 99,646,841 | |||||||
MORTGAGE BACKED SECURITIES – 17.5% | ||||||||
CityLine Commercial Mortgage Trust 2016-CLNE | ||||||||
665,000 | 2.871%, 11/13/20312,5 | 646,957 | ||||||
Colony Multifamily Mortgage Trust 2014-1 | ||||||||
2,072,208 | 5.873%, 04/22/20502,5 | 2,008,451 | ||||||
Fannie Mae Pool | ||||||||
2,996,078 | 5.000%, 03/01/2053 | 2,984,325 | ||||||
Fannie Mae-Aces | ||||||||
3,688,893 | 1.501%, 08/25/20285 | 196,430 | ||||||
1,833,068 | 0.750%, 09/25/2028 | 1,732,995 | ||||||
2,766,128 | 1.373%, 03/25/20295 | 157,969 | ||||||
1,068,969 | 1.000%, 11/25/2033 | 1,011,947 | ||||||
Freddie Mac Multiclass Certificates Series 2015-P001 | ||||||||
7,690,000 | 1.826%, 10/27/20285 | 600,227 | ||||||
Freddie Mac Multiclass Certificates Series 2021-RR19 | ||||||||
25,000,000 | 1.979%, 04/27/20295 | 1,672,560 | ||||||
Freddie Mac Multifamily Structured Pass Through Certificates | ||||||||
19,981,031 | 1.116%, 01/25/20265 | 387,648 | ||||||
709,801 | 1.298%, 12/25/2026 | 657,762 | ||||||
28,948,210 | 1.626%, 01/25/20275 | 1,313,693 | ||||||
30,000,000 | 0.607%, 03/25/20275 | 535,554 |
See accompanying Notes to Financial Statements.
29
North Square Strategic Income Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Principal | ||||||||
Amount | Value | |||||||
MORTGAGE BACKED SECURITIES (Continued) | ||||||||
Freddie Mac Multifamily Structured Pass Through Certificates (Continued) | ||||||||
$ | 30,893,000 | 0.605%, 08/25/20275 | $ | 577,711 | ||||
894,836 | 1.679%, 12/25/2027 | 822,608 | ||||||
13,195,292 | 1.084%, 06/25/20295 | 621,285 | ||||||
7,570,000 | 1.916%, 04/25/20305 | 793,995 | ||||||
7,249,000 | 1.985%, 04/25/20305 | 769,387 | ||||||
3,332,000 | 1.704%, 08/25/20305 | 319,520 | ||||||
8,200,000 | 1.784%, 09/25/20415 | 24,880 | ||||||
1,835,000 | 3.287%, 04/25/20485 | 318,198 | ||||||
2,035,000 | 2.722%, 01/25/20495 | 299,736 | ||||||
1,715,000 | 2.711%, 02/25/20495 | 256,097 | ||||||
FREMF 2014-K37 Mortgage Trust | ||||||||
1,000,000 | 4.716%, 01/25/20472,5 | 985,243 | ||||||
FREMF 2015-K45 Mortgage Trust | ||||||||
1,000,000 | 3.733%, 04/25/20482,5 | 970,917 | ||||||
FREMF 2015-K50 Mortgage Trust | ||||||||
2,500,000 | 3.909%, 10/25/20482,5 | 2,416,541 | ||||||
FREMF 2016-K55 Mortgage Trust | ||||||||
1,445,000 | 4.301%, 04/25/20492,5 | 1,394,887 | ||||||
FREMF 2016-K59 Mortgage Trust | ||||||||
304,486,718 | 0.100%, 11/25/20492 | 785,363 | ||||||
Government National Mortgage Association | ||||||||
1,735,016 | 0.791%, 12/16/20565 | 71,960 | ||||||
4,622,699 | 1.272%, 09/16/20605 | 387,357 | ||||||
1,240,719 | 1.037%, 11/16/20605 | 88,057 | ||||||
7,340,260 | 0.986%, 05/16/20635 | 531,459 | ||||||
7,008,626 | 0.976%, 05/16/20635 | 485,965 | ||||||
8,525,346 | 0.991%, 05/16/20635 | 627,743 | ||||||
Independence Plaza Trust 2018-INDP | ||||||||
1,500,000 | 4.158%, 07/12/20352 | 1,399,540 | ||||||
RAMP Series 2004-RS4 Trust | ||||||||
291,884 | 5.995% (1 Month LIBOR USD + 0.650%), 04/25/20343 | 289,846 | ||||||
TOTAL MORTGAGE BACKED SECURITIES | ||||||||
(Cost $29,221,698) | 29,144,813 | |||||||
US GOVERNMENT NOTES/BONDS – 4.8% | ||||||||
United States Treasury Note/Bond | ||||||||
2,755,000 | 4.000%, 02/29/2028 | 2,816,019 | ||||||
960,000 | 4.000%, 02/28/2030 | 989,700 | ||||||
1,610,000 | 3.500%, 02/15/2033 | 1,619,685 | ||||||
1,660,000 | 3.375%, 08/15/2042 | 1,563,772 | ||||||
955,000 | 3.625%, 02/15/2053 | 947,166 | ||||||
TOTAL US GOVERNMENT NOTES/BONDS | ||||||||
(Cost $7,895,064) | 7,936,342 |
See accompanying Notes to Financial Statements.
30
North Square Strategic Income Fund |
SCHEDULE OF INVESTMENTS – Continued |
As of April 30, 2023 (Unaudited) |
Number of | ||||||||
Shares | Value | |||||||
SHORT-TERM INVESTMENT – 6.1% | ||||||||
10,214,268 | First American Treasury Obligations Fund – Class X, 4.76%6 | $ | 10,214,268 | |||||
TOTAL SHORT-TERM INVESTMENT | ||||||||
(Cost $10,214,268) | 10,214,268 | |||||||
TOTAL INVESTMENTS – 100.9% | ||||||||
(Cost $171,752,392) | 168,382,106 | |||||||
Liabilities in Excess of Other Assets – (0.9)% | (1,573,564 | ) | ||||||
TOTAL NET ASSETS – 100.0% | $ | 166,808,542 |
CMT – Constant Maturity Rate
LIBOR – London Inter-bank Offered Rate
PLC – Public Limited Company
SOFR – Secured Overnight Financing Rate
1 | Foreign security denominated in U.S. Dollars. |
2 | Security as defined in Rule 144A under the Securities Act of 1933 and classified as liquid under the Fund’s liquidity risk management program. Purchased in a private placement transaction; resale to the public may require registration or may extend only to qualified institutional buyers. At April 30, 2023, the value of these securities total $25,484,721 which represents 15.28% of total net assets. |
3 | Variable rate security based on a reference index and spread. The rate reported is the rate in effect as of April 30, 2023. |
4 | Step-up bond; the interest rate shown is the rate in effect as of April 30, 2023. |
5 | Variable rate security. The coupon is based on an underlying pool of loans. The rate reported is the rate in effect as of April 30, 2023. |
6 | The rate is the annualized seven-day yield at period end. |
Investments are classified by industry pursuant to the Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of Morgan Stanley Capital International, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
See accompanying Notes to Financial Statements.
31
North Square Strategic Income Fund |
SCHEDULE OF OPEN FUTURES CONTRACTS |
As of April 30, 2023 (Unaudited) |
Number of | ||||||||||||||||||||
Contracts | Current | Value At | Value | |||||||||||||||||
Purchased | Settlement | Notional | Trade | Unrealized | Unrealized | |||||||||||||||
Description | (Sold) | Month-Year | Amount | Date | Appreciation | (Depreciation) | ||||||||||||||
Purchase Contracts: | ||||||||||||||||||||
US 5Yr Note (Cbt) | 23 | Jun-23 | $ | 2,524,071 | $ | 2,485,224 | $ | 38,847 | $ | — | ||||||||||
US 10Yr Ultra Future | 90 | Jun-23 | 10,930,781 | 10,778,580 | 152,201 | — | ||||||||||||||
US Ultra Bond (Cbt) | 39 | Jun-23 | 5,514,844 | 5,290,962 | 223,882 | — | ||||||||||||||
Total Purchase Contracts | $ | 18,969,696 | $ | 18,554,766 | $ | 414,930 | $ | — | ||||||||||||
Sale Contract: | ||||||||||||||||||||
US 2Yr Note (Cbt) | (168) | Jun-23 | $ | 34,635,563 | $ | 34,554,427 | $ | — | $ | (81,136 | ) | |||||||||
Total Sale Contract | $ | 34,635,563 | $ | 34,554,427 | $ | — | $ | (81,136 | ) | |||||||||||
Total Futures Contracts | $ | (15,665,867 | ) | $ | (15,999,661 | ) | $ | 414,930 | $ | (81,136 | ) | |||||||||
Net Unrealized Appreciation | $ | 333,794 | ||||||||||||||||||
See accompanying Notes to Financial Statements.
32
North Square Strategic Income Fund |
SUMMARY OF INVESTMENTS |
As of April 30, 2023 (Unaudited) |
Percent of Total | ||||
Security Type/Sector | Net Assets | |||
Common Stocks | ||||
Energy | 1.5 | % | ||
Materials | 1.4 | % | ||
Total Common Stocks | 2.9 | % | ||
Asset Backed Securities | 9.9 | % | ||
Corporate Bonds | ||||
Financials | 40.9 | % | ||
Energy | 4.9 | % | ||
Utilities | 3.9 | % | ||
Communication Services | 3.6 | % | ||
Industrials | 1.8 | % | ||
Health Care | 1.5 | % | ||
Consumer Discretionary | 1.5 | % | ||
Information | 1.1 | % | ||
Consumer Staples | 0.5 | % | ||
Total Corporate Bonds | 59.7 | % | ||
Mortgage Backed Securities | 17.5 | % | ||
U.S. Government Notes/Bonds | 4.8 | % | ||
Short-Term Investment | 6.1 | % | ||
Total Investments | 100.9 | % | ||
Liabilities in Excess of Other Assets | (0.9 | )% | ||
Total Net Assets | 100.0 | % | ||
See accompanying Notes to Financial Statements.
33
STATEMENTS OF ASSETS AND LIABILITIES |
As of April 30, 2023 (Unaudited) |
North Square | North Square | |||||||||||||||
Advisory | Altrinsic | North Square | North Square | |||||||||||||
Research Small | International | McKee | Strategic | |||||||||||||
Cap Value Fund | Equity Fund | Bond Fund | Income Fund | |||||||||||||
Assets: | ||||||||||||||||
Investments, at cost | $ | 19,985,943 | $ | 106,160,991 | $ | 112,458,847 | $ | 171,752,392 | ||||||||
Investments, at value | $ | 19,055,449 | $ | 109,252,472 | $ | 105,674,007 | $ | 168,382,106 | ||||||||
Cash | — | 110 | — | — | ||||||||||||
Receivables: | ||||||||||||||||
Receivable for investments sold | 226,347 | 1,941,993 | 136,789 | — | ||||||||||||
Dividends and interest | 1,352 | 520,820 | 584,066 | 1,745,351 | ||||||||||||
Fund shares sold | — | 8,368 | 150,000 | 139,580 | ||||||||||||
Due from advisor (Note 3) | — | — | 4,959 | — | ||||||||||||
Assets held at broker | — | — | — | 448,429 | ||||||||||||
Variation margin | — | — | — | 333,794 | ||||||||||||
Prepaid expenses | 22,956 | 43,367 | 50,720 | 39,266 | ||||||||||||
Total assets | 19,306,104 | 111,767,130 | 106,600,541 | 171,088,526 | ||||||||||||
Liabilities: | ||||||||||||||||
Due to Custodian | — | — | — | 57,189 | ||||||||||||
Payables: | ||||||||||||||||
Payable for investment securities purchased | 413,628 | 2,076,004 | — | 3,935,861 | ||||||||||||
Fund shares redeemed | 8,536 | 108,437 | 26,357 | 103,843 | ||||||||||||
Distributions payable | — | — | 37,563 | 9,942 | ||||||||||||
Accrued expenses: | ||||||||||||||||
Due to advisor (Note 3) | 6,416 | 63,894 | — | 76,447 | ||||||||||||
Auditing fees | 3,516 | 10,853 | 14,942 | 16,964 | ||||||||||||
Due to trustees | 3,196 | 9,705 | 12,380 | 16,433 | ||||||||||||
Fund administration fees | 2,358 | 5,555 | 15,124 | 3,606 | ||||||||||||
Legal fees | 2,317 | 8,550 | 6,349 | 8,610 | ||||||||||||
Transfer agent fees | 2,268 | 3,109 | 9,384 | 2,310 | ||||||||||||
Custody fees | 985 | 7,810 | — | 3,154 | ||||||||||||
Chief compliance officer fees | — | 3,364 | 1,826 | 365 | ||||||||||||
Shareholder servicing fees (Note 6) | — | — | 1,303 | 41,866 | ||||||||||||
Distribution fees – Class A (Note 7) | — | — | — | 5 | ||||||||||||
Accrued other expenses | 1,410 | 2,816 | 1,379 | 3,389 | ||||||||||||
Total liabilities | 444,630 | 2,300,097 | 126,607 | 4,279,984 | ||||||||||||
Net Assets | $ | 18,861,474 | $ | 109,467,033 | $ | 106,473,934 | $ | 166,808,542 | ||||||||
See accompanying Notes to Financial Statements.
34
STATEMENTS OF ASSETS AND LIABILITIES – Continued |
As of April 30, 2023 (Unaudited) |
North Square | North Square | |||||||||||||||
Advisory | Altrinsic | North Square | North Square | |||||||||||||
Research Small | International | McKee | Strategic | |||||||||||||
Cap Value Fund | Equity Fund | Bond Fund | Income Fund | |||||||||||||
Components of Net Assets: | ||||||||||||||||
Paid-in capital (par value of $0.01 per share with an unlimited number of shares authorized) | $ | 21,249,860 | $ | 106,344,667 | $ | 121,690,650 | $ | 176,026,921 | ||||||||
Total distributable earnings (accumulated deficit) | (2,388,386 | ) | 3,122,366 | (15,216,716 | ) | (9,218,379 | ) | |||||||||
Net Assets | $ | 18,861,474 | $ | 109,467,033 | $ | 106,473,934 | $ | 166,808,542 | ||||||||
Maximum Offering Price per Share: | ||||||||||||||||
Class A* Shares: | ||||||||||||||||
Net assets applicable to shares outstanding | $ | — | $ | — | $ | — | $ | 87,098 | ||||||||
Shares of beneficial interest issued and outstanding | — | — | — | 10,007 | ||||||||||||
Net asset value, redemption and offering price per share | $ | — | $ | — | $ | — | $ | 8.70 | ||||||||
Class I Shares: | ||||||||||||||||
Net assets applicable to shares outstanding | $ | 18,861,474 | $ | 109,467,033 | $ | 390,230 | $ | 166,721,444 | ||||||||
Shares of beneficial interest issued and outstanding | 2,016,714 | 10,446,496 | 44,048 | 19,149,111 | ||||||||||||
Net asset value, redemption and offering price per share | $ | 9.35 | $ | 10.48 | $ | 8.86 | $ | 8.71 | ||||||||
Class R6 Shares: | ||||||||||||||||
Net assets applicable to shares outstanding | $ | — | $ | — | $ | 106,083,703 | $ | — | ||||||||
Shares of beneficial interest issued and outstanding | — | — | 11,933,773 | — | ||||||||||||
Net asset value, redemption and offering price per share | $ | — | $ | — | $ | 8.89 | $ | — | ||||||||
* | Class A of the North Square Strategic Income Fund commenced operations on February 28, 2023. |
See accompanying Notes to Financial Statements.
35
STATEMENTS OF OPERATIONS |
For the Period Ended April 30, 2023 (Unaudited) |
North Square | North Square | |||||||||||||||
Advisory | Altrinsic | North Square | North Square | |||||||||||||
Research Small | International | McKee | Strategic | |||||||||||||
Cap Value Fund | Equity Fund | Bond Fund | Income Fund | |||||||||||||
Investment Income: | ||||||||||||||||
Dividends (net of foreign withholding taxes and/or issuance fees of $0, $133,933, $0, and -$210, respectively) | $ | 168,430 | $ | 1,002,874 | $ | — | $ | 27,828 | ||||||||
Interest (net of foreign withholding taxes and/or issuance fees of $0, $0, $213, and $0, respectively) | 7,219 | 65,937 | 1,769,801 | 3,597,988 | ||||||||||||
Total investment income | 175,649 | 1,068,811 | 1,769,801 | 3,625,816 | ||||||||||||
Expenses: | ||||||||||||||||
Advisory fees (Note 3) | 71,440 | 301,940 | 129,922 | 498,651 | ||||||||||||
Registration fees | 11,761 | 11,345 | 19,233 | 15,497 | ||||||||||||
Shareholder servicing fees (Note 6) | 11,226 | 13,305 | — | 74,774 | ||||||||||||
Fund administration fees | 9,826 | 30,445 | 55,213 | 55,927 | ||||||||||||
Legal fees | 6,776 | 20,845 | 39,415 | 38,908 | ||||||||||||
Transfer agent fees and expenses | 5,834 | 15,364 | 29,071 | 28,829 | ||||||||||||
Trustees’ fees and expenses | 3,372 | 10,873 | 18,245 | 19,235 | ||||||||||||
Custody fees | 2,895 | 12,545 | 7,836 | 7,459 | ||||||||||||
Chief Compliance Officer fees (Note 3) | 1,847 | 15,715 | 5,307 | 7,051 | ||||||||||||
Auditing fees | 1,266 | 4,291 | 8,781 | 9,157 | ||||||||||||
Fund accounting fees | 830 | 2,583 | 4,708 | 4,614 | ||||||||||||
Shareholder reporting fees | 496 | 1,382 | 2,693 | 4,704 | ||||||||||||
Distribution fees – Class A (Note 7) | — | — | — | 7 | ||||||||||||
Other expenses | 796 | 2,935 | 6,000 | 4,219 | ||||||||||||
Total expenses | 128,365 | 443,568 | 326,424 | 769,032 | ||||||||||||
Less advisory fees waived & expenses reimbursed (Note 3) | (32,431 | ) | (77,464 | ) | (172,000 | ) | (127,903 | ) | ||||||||
Net expenses | 95,934 | 366,104 | 154,424 | 641,129 | ||||||||||||
Net Investment income | 79,715 | 702,707 | 1,615,377 | 2,984,687 | ||||||||||||
Net Realized and Unrealized Gain (Loss): | ||||||||||||||||
Net realized gain (loss) on: | ||||||||||||||||
Investments | (1,427,706 | ) | 861,870 | (3,001,212 | ) | (1,131,906 | ) | |||||||||
Futures contracts | — | — | — | (2,297,705 | ) | |||||||||||
Foreign currency transactions | — | 4,123 | — | (3,056 | ) | |||||||||||
Net realized gain (loss) | (1,427,706 | ) | 865,993 | (3,001,212 | ) | (3,432,667 | ) | |||||||||
Net change in unrealized appreciation/depreciation on: | ||||||||||||||||
Investments | 779,003 | 15,161,444 | 7,715,537 | 3,312,574 | ||||||||||||
Futures contracts | — | — | — | 333,794 | ||||||||||||
Foreign currency transactions | — | (1,996,767 | ) | — | — | |||||||||||
Net change in unrealized appreciation/depreciation | 779,003 | 13,164,677 | 7,715,537 | 3,646,368 | ||||||||||||
Net realized and unrealized gain (loss) | (648,703 | ) | 14,030,670 | 4,714,325 | 213,701 | |||||||||||
Net increase (decrease) in net assets from operations | $ | (568,988 | ) | $ | 14,733,377 | $ | 6,329,702 | $ | 3,198,388 | |||||||
See accompanying Notes to Financial Statements.
36
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37
STATEMENTS OF CHANGES IN NET ASSETS |
North Square Advisory Research | North Square Altrinsic | |||||||||||||||
Small Cap Value Fund | International Equity Fund | |||||||||||||||
For the | For the | |||||||||||||||
Period Ended | For the | Period Ended | For the | |||||||||||||
April 30, | Year Ended | April 30, | Year Ended | |||||||||||||
2023 | October 31, | 2023 | October 31, | |||||||||||||
(Unaudited) | 2022 | (Unaudited) | 2022 | |||||||||||||
Increase (Decrease) in Net Assets from: | ||||||||||||||||
Operations: | ||||||||||||||||
Net investment income | $ | 79,715 | $ | 2,147 | $ | 702,707 | $ | 987,230 | ||||||||
Net realized gain (loss) on investments and foreign currency translations | (1,427,706 | ) | 1,234,910 | 865,993 | (1,465,265 | ) | ||||||||||
Net change in unrealized appreciation/depreciation on investments and foreign currency translations | 779,003 | (3,832,957 | ) | 13,164,677 | (11,666,682 | ) | ||||||||||
Net increase (decrease) in net assets resulting from operations | (568,988 | ) | (2,595,900 | ) | 14,733,377 | (12,144,717 | ) | |||||||||
Distributions to shareholders | (1,298,708 | ) | (727,531 | ) | (1,012,568 | ) | (831,136 | ) | ||||||||
Capital Transactions: | ||||||||||||||||
Net proceeds from shares sold | 88,247 | 19,177,901 | 35,440,721 | 29,799,973 | ||||||||||||
Reinvestment of distributions | 1,298,708 | 727,531 | 920,902 | 831,136 | ||||||||||||
Cost of shares redeemed | (1,524,396 | ) | (5,826,812 | ) | (1,183,581 | ) | (1,820,000 | ) | ||||||||
Net increase (decrease) in net assets from capital transactions | (137,441 | ) | 14,078,620 | 35,178,042 | 28,811,109 | |||||||||||
Total increase (decrease) in net assets | (2,005,137 | ) | 10,755,189 | 48,898,851 | 15,835,256 | |||||||||||
Net Assets: | ||||||||||||||||
Beginning of Period | 20,866,611 | 10,111,422 | 60,568,182 | 44,732,926 | ||||||||||||
End of Period | $ | 18,861,474 | $ | 20,866,611 | $ | 109,467,033 | $ | 60,568,182 | ||||||||
Capital Share Transactions: | ||||||||||||||||
Shares sold | 8,930 | 1,646,309 | 3,516,909 | 2,949,238 | ||||||||||||
Shares reinvested | 138,526 | 63,892 | 96,104 | 79,806 | ||||||||||||
Shares redeemed | (154,060 | ) | (515,235 | ) | (113,923 | ) | (194,477 | ) | ||||||||
Net increase (decrease) in capital share transactions | (6,604 | ) | 1,194,966 | 3,499,090 | 2,834,567 | |||||||||||
See accompanying Notes to Financial Statements.
38
STATEMENTS OF CHANGES IN NET ASSETS – Continued |
North Square | North Square | |||||||||||||||
McKee Bond Fund | Strategic Income Fund | |||||||||||||||
For the | For the | |||||||||||||||
Period Ended | For the | Period Ended | For the | |||||||||||||
April 30, | Year Ended | April 30, | Year Ended | |||||||||||||
2023 | October 31, | 2023 | October 31, | |||||||||||||
(Unaudited) | 2022 | (Unaudited) | 2022 | |||||||||||||
Increase (Decrease) in Net Assets from: | ||||||||||||||||
Operations: | ||||||||||||||||
Net investment income | $ | 1,615,377 | $ | 1,755,113 | $ | 2,984,687 | $ | 2,846,911 | ||||||||
Net realized loss on investments and foreign currency translations | (3,001,212 | ) | (4,607,795 | ) | (3,432,667 | ) | (3,024,136 | ) | ||||||||
Net change in unrealized appreciation/depreciation on investments and foreign currency translations | 7,715,537 | (13,504,587 | ) | 3,646,368 | (11,157,503 | ) | ||||||||||
Net increase (decrease) in net assets resulting from operations | 6,329,702 | (16,357,269 | ) | 3,198,388 | (11,334,728 | ) | ||||||||||
Distributions to shareholders | ||||||||||||||||
Distributions: | ||||||||||||||||
Class A* | — | — | (372 | ) | — | |||||||||||
Class I** | (43,590 | ) | (393 | ) | (2,922,210 | ) | (4,738,633 | ) | ||||||||
Class R6*** | (1,631,064 | ) | (2,113,446 | ) | — | — | ||||||||||
Total | (1,674,654 | ) | (2,113,839 | ) | (2,922,582 | ) | (4,738,633 | ) | ||||||||
Capital Transactions: | ||||||||||||||||
Net proceeds from shares sold: | ||||||||||||||||
Class A* | — | — | 87,061 | — | ||||||||||||
Class I** | 5,726,361 | 41,109 | 77,972,549 | 62,910,607 | ||||||||||||
Class R6*** | 2,780,657 | 12,872,189 | — | — | ||||||||||||
Reinvestment of distributions: | ||||||||||||||||
Class A* | — | — | 372 | — | ||||||||||||
Class I** | 43,589 | 393 | 2,863,061 | 4,660,372 | ||||||||||||
Class R6*** | 1,428,743 | 1,876,338 | — | — | ||||||||||||
Cost of shares redeemed: | ||||||||||||||||
Class A* | — | — | — | |||||||||||||
Class I** | (5,307,771 | ) | — | (28,015,596 | ) | (17,332,491 | ) | |||||||||
Class R6*** | (10,451,457 | ) | (28,011,568 | ) | — | — | ||||||||||
Net increase (decrease) in net assets from capital transactions | (5,779,878 | ) | (13,221,539 | ) | 52,907,447 | 50,238,488 | ||||||||||
Total increase (decrease) in net assets | (1,124,830 | ) | (31,692,647 | ) | 53,183,253 | 34,165,127 | ||||||||||
Net Assets: | ||||||||||||||||
Beginning of Period | 107,598,764 | 139,291,411 | 113,625,289 | 79,460,162 | ||||||||||||
End of Period | $ | 106,473,934 | $ | 107,598,764 | $ | 166,808,542 | $ | 113,625,289 | ||||||||
Capital Share Transactions: | ||||||||||||||||
Shares sold: | ||||||||||||||||
Class A* | — | — | 9,964 | — | ||||||||||||
Class I** | 652,265 | 4,633 | 8,786,402 | 6,678,228 | ||||||||||||
Class R6*** | 313,979 | 1,396,703 | — | — | ||||||||||||
Shares reinvested: | ||||||||||||||||
Class A* | — | — | 43 | — | ||||||||||||
Class I** | 4,986 | 44 | 325,246 | 493,729 | ||||||||||||
Class R6*** | 162,748 | 205,909 | — | — | ||||||||||||
Shares redeemed: | ||||||||||||||||
Class A* | — | — | — | — | ||||||||||||
Class I** | (618,895 | ) | — | (3,171,378 | ) | (1,837,565 | ) | |||||||||
Class R6*** | (1,191,826 | ) | (3,102,939 | ) | — | — | ||||||||||
Net increase (decrease) in capital share transactions | (676,743 | ) | (1,495,650 | ) | 5,950,277 | 5,334,392 | ||||||||||
* | Class A of the North Square Strategic Income Fund commenced operations on February 28, 2023. |
** | This share class of North Square McKee Bond Fund was converted from “Class Y” to “Class I” effective December 1, 2021. The commencement of operations for this class was May 19, 2021. |
*** | This share class of North Square McKee Bond Fund was converted from “Class I” to “Class R6” effective December 1, 2021. |
See accompanying Notes to Financial Statements.
39
North Square Advisory Research Small Cap Value Fund |
FINANCIAL HIGHLIGHTS |
Class I |
Per share operating performance. |
For a capital share outstanding throughout each period. |
For the | ||||||||||||||||||||||||
Period Ended | ||||||||||||||||||||||||
April 30, 2023 | For the Year Ended October 31, | |||||||||||||||||||||||
(Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 | |||||||||||||||||||
Net asset value, beginning of period | $ | 10.31 | $ | 12.21 | $ | 9.33 | $ | 11.63 | $ | 14.73 | $ | 14.77 | ||||||||||||
Income from Investment Operations: | ||||||||||||||||||||||||
Net investment income1 | 0.04 | — | 2 | 0.04 | 0.08 | 0.07 | 0.06 | |||||||||||||||||
Net realized and unrealized gain (loss) | (0.35 | ) | (1.02 | ) | 3.95 | (1.11 | ) | 0.85 | 1.27 | |||||||||||||||
Total from investment operations | (0.31 | ) | (1.02 | ) | 3.99 | (1.03 | ) | 0.92 | 1.33 | |||||||||||||||
Less Distributions: | ||||||||||||||||||||||||
From net investment income | (0.01 | ) | (0.03 | ) | (0.10 | ) | (0.07 | ) | (0.07 | ) | (0.05 | ) | ||||||||||||
From net realized gain | (0.64 | ) | (0.85 | ) | (1.01 | ) | (1.20 | ) | (3.95 | ) | (1.32 | ) | ||||||||||||
Total distributions | (0.65 | ) | (0.88 | ) | (1.11 | ) | (1.27 | ) | (4.02 | ) | (1.37 | ) | ||||||||||||
Redemption Fee Proceeds1 | — | — | — | — | — | 2 | — | 2 | ||||||||||||||||
Net asset value, end of period | $ | 9.35 | $ | 10.31 | $ | 12.21 | $ | 9.33 | $ | 11.63 | $ | 14.73 | ||||||||||||
Total return3 | (2.99 | )% 5 | (9.05 | )% | 46.09 | % | (10.63 | )% | 12.95 | % | 9.33 | % | ||||||||||||
Ratios and Supplemental Data: | ||||||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 18,861 | $ | 20,867 | $ | 10,111 | $ | 4,378 | $ | 9,385 | $ | 10,575 | ||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||
Before fees waived and expenses absorbed | 1.26 | % 6 | 1.24 | % | 1.63 | % | 1.97 | % | 1.76 | % | 1.78 | % | ||||||||||||
After fees waived and expenses absorbed | 0.94 | % 6 | 0.94 | % | 0.95 | % | 0.97 | % 4 | 1.00 | % | 1.00 | % | ||||||||||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||||||||||||||
Before fees waived and expenses absorbed | 0.46 | % 6 | (0.29 | )% | (0.34 | )% | (0.21 | )% | (0.17 | )% | (0.39 | )% | ||||||||||||
After fees waived and expenses absorbed | 0.78 | % 6 | 0.01 | % | 0.34 | % | 0.79 | % | 0.59 | % | 0.39 | % | ||||||||||||
Portfolio turnover rate | 19 | % 5 | 107 | % | 45 | % | 49 | % | 26 | % | 42 | % | ||||||||||||
1 | Based on average shares outstanding for the period. |
2 | Amount represents less than $0.005 per share. |
3 | Total returns would have been lower had expenses not been waived by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
4 | The annual net expense ratio changed from 1.00% to 0.95% of net assets as of the close of business on February 21, 2020. |
5 | Not Annualized. |
6 | Annualized. |
See accompanying Notes to Financial Statements.
40
North Square Altrinsic International Equity Fund |
FINANCIAL HIGHLIGHTS |
Class I |
Per share operating performance. |
For a capital share outstanding throughout each period. |
For the | For the Period | |||||||||||
Period Ended | For the | December 4, 2020* | ||||||||||
April 30, 2023 | Year Ended | through | ||||||||||
(Unaudited) | October 31, 2022 | October 31, 2021 | ||||||||||
Net asset value, beginning of period | $ | 8.72 | $ | 10.88 | $ | 10.00 | ||||||
Income from Investment Operations: | ||||||||||||
Net investment income1 | 0.09 | 0.16 | 0.13 | |||||||||
Net realized and unrealized gain (loss) | 1.81 | (2.12 | ) | 0.76 | ||||||||
Total from investment operations | 1.90 | (1.96 | ) | 0.89 | ||||||||
Less Distributions: | ||||||||||||
From net investment income | (0.14 | ) | (0.09 | ) | (0.01 | ) | ||||||
From net realized gain | — | (0.11 | ) | — | ||||||||
Total distributions | (0.14 | ) | (0.20 | ) | (0.01 | ) | ||||||
Net asset value, end of period | $ | 10.48 | $ | 8.72 | $ | 10.88 | ||||||
Total return2 | 22.00 | % 3 | (18.30 | )% | 8.88 | % 3 | ||||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (in thousands) | $ | 109,467 | $ | 60,568 | $ | 44,733 | ||||||
Ratio of expenses to average net assets: | ||||||||||||
Before fees waived and expenses absorbed | 1.17 | % 4 | 1.29 | % | 1.43 | % 4 | ||||||
After fees waived and expenses absorbed | 0.97 | % 4 | 0.97 | % | 0.97 | % 4 | ||||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||
Before fees waived and expenses absorbed | 1.66 | % 4 | 1.37 | % | 0.92 | % 4 | ||||||
After fees waived and expenses absorbed | 1.86 | % 4 | 1.69 | % | 1.38 | % 4 | ||||||
Portfolio turnover rate | 20 | % 3 | 23 | % | 22 | % 3 | ||||||
* | Commencement of operations. |
1 | Based on average shares outstanding for the period. |
2 | Total returns would have been lower had expenses not been waived by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
3 | Not Annualized. |
4 | Annualized. |
See accompanying Notes to Financial Statements.
41
North Square McKee Bond Fund |
FINANCIAL HIGHLIGHTS |
Class I |
Per share operating performance. |
For a capital share outstanding throughout each period. |
For the | For the Period | |||||||||||
Period Ended | For the | May 19, 2021* | ||||||||||
April 30, 2023 | Year Ended | through | ||||||||||
(Unaudited) | October 31, 2022 | October 31, 2021 | ||||||||||
Net asset value, beginning of period | $ | 8.48 | $ | 9.84 | $ | 9.89 | ||||||
Income from Investment Operations: | ||||||||||||
Net investment income1 | 0.12 | 0.14 | 0.01 | |||||||||
Net realized and unrealized gain (loss) | 0.40 | (1.34 | ) | (0.02 | ) | |||||||
Total from investment operations | 0.52 | (1.20 | ) | (0.01 | ) | |||||||
Less Distributions: | ||||||||||||
From net investment income | (0.14 | ) | (0.16 | ) | (0.04 | ) | ||||||
Total distributions | (0.14 | ) | (0.16 | ) | (0.04 | ) | ||||||
Net asset value, end of period | $ | 8.86 | $ | 8.48 | $ | 9.84 | ||||||
Total return2 | 6.12 | % 3 | (12.33 | )% | (0.12 | )% 3 | ||||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (in thousands) | $ | 390 | $ | 48 | $ | 10 | ||||||
Ratio of expenses to average net assets: | ||||||||||||
Before fees waived and expenses absorbed | 0.59 | % 4 | 0.77 | % | 0.64 | % 4 | ||||||
After fees waived and expenses absorbed | 0.47 | % 4 | 0.47 | % | 0.47 | % 4 | ||||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||
Before fees waived and expenses absorbed | 2.66 | % 4 | 1.28 | % | 0.13 | % 4 | ||||||
After fees waived and expenses absorbed | 2.79 | % 4 | 1.58 | % | 0.30 | % 4 | ||||||
Portfolio turnover rate | 48 | % 3 | 129 | % | 321 | % 3,5 |
* | Commencement of operations. |
1 | Based on average shares outstanding for the period. |
2 | Total returns would have been lower had expenses not been waived by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
3 | Not Annualized. |
4 | Annualized. |
5 | Securities purchased in-kind were excluded from the computation of the ratio. |
See accompanying Notes to Financial Statements.
42
North Square McKee Bond Fund |
FINANCIAL HIGHLIGHTS |
Class R6 |
Per share operating performance. |
For a capital share outstanding throughout each period. |
For the | For the Period | |||||||||||
Period Ended | For the | December 28, 2020* | ||||||||||
April 30, 2023 | Year Ended | through | ||||||||||
(Unaudited) | October 31, 2022 | October 31, 2021 | ||||||||||
Net asset value, beginning of period | $ | 8.50 | $ | 9.84 | $ | 10.00 | ||||||
Income from Investment Operations: | ||||||||||||
Net investment income1 | 0.13 | 0.13 | 0.03 | |||||||||
Net realized and unrealized gain (loss) | 0.40 | (1.31 | ) | (0.13 | ) | |||||||
Total from investment operations | 0.53 | (1.18 | ) | (0.10 | ) | |||||||
Less Distributions: | ||||||||||||
From net investment income | (0.14 | ) | (0.16 | ) | (0.06 | ) | ||||||
Total distributions | (0.14 | ) | (0.16 | ) | (0.06 | ) | ||||||
Net asset value, end of period | $ | 8.89 | $ | 8.50 | $ | 9.84 | ||||||
Total return2 | 6.22 | % 3 | (12.14 | )% | (0.91 | )% 3 | ||||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (in thousands) | $ | 106,084 | $ | 107,550 | $ | 139,281 | ||||||
Ratio of expenses to average net assets: | ||||||||||||
Before fees waived and expenses absorbed | 0.60 | % 4 | 0.58 | % | 0.73 | % 4 | ||||||
After fees waived and expenses absorbed | 0.28 | % 4 | 0.28 | % | 0.28 | % 4 | ||||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||
Before fees waived and expenses absorbed | 2.67 | % 4 | 1.08 | % | (0.04 | )% 4 | ||||||
After fees waived and expenses absorbed | 2.99 | % 4 | 1.38 | % | 0.41 | % 4 | ||||||
Portfolio turnover rate | 48 | % 3 | 129 | % | 321 | % 3,5 |
* | Commencement of operations. |
1 | Based on average shares outstanding for the period. |
2 | Total returns would have been lower had expenses not been waived by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
3 | Not Annualized. |
4 | Annualized. |
5 | Securities purchased in-kind were excluded from the computation of the ratio. |
See accompanying Notes to Financial Statements.
43
North Square Strategic Income Fund |
FINANCIAL HIGHLIGHTS |
Class A |
Per share operating performance. |
For a capital share outstanding throughout each period. |
For the Period | ||||
February 28, 2023* | ||||
through | ||||
April 30, 2023 | ||||
(Unaudited) | ||||
Net asset value, beginning of period | $ | 8.85 | ||
Income from Investment Operations: | ||||
Net investment income1 | 0.08 | |||
Net realized and unrealized gain (loss) | (0.17 | ) | ||
Total from investment operations | (0.09 | ) | ||
Less Distributions: | ||||
From net investment income | (0.06 | ) | ||
Total distributions | (0.06 | ) | ||
Net asset value, end of period | $ | 8.70 | ||
Total return2 | (0.99 | )% 3 | ||
Ratios and Supplemental Data: | ||||
Net assets, end of period (in thousands) | $ | 87 | ||
Ratio of expenses to average net assets: | ||||
Before fees waived and expenses absorbed | 1.45 | % 4 | ||
After fees waived and expenses absorbed | 1.15 | % 4 | ||
Ratio of net investment income (loss) to average net assets: | ||||
Before fees waived and expenses absorbed | 5.18 | % 4 | ||
After fees waived and expenses absorbed | 5.48 | % 4 | ||
Portfolio turnover rate | 73 | % 3 | ||
* | Commencement of operations. |
1 | Based on average shares outstanding for the period. |
2 | Total returns would have been lower had expenses not been waived by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
3 | Not Annualized. |
4 | Annualized. |
See accompanying Notes to Financial Statements.
44
North Square Strategic Income Fund |
FINANCIAL HIGHLIGHTS |
Class I |
Per share operating performance. |
For a capital share outstanding throughout each period. |
For the | ||||||||||||||||||||||||
Period Ended | ||||||||||||||||||||||||
April 30, 2023 | For the Year Ended October 31, | |||||||||||||||||||||||
(Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 | |||||||||||||||||||
Net asset value, beginning of period | $ | 8.60 | $ | 10.09 | $ | 9.99 | $ | 9.53 | $ | 8.97 | $ | 9.46 | ||||||||||||
Income from Investment Operations: | ||||||||||||||||||||||||
Net investment income1 | 0.18 | 0.27 | 0.24 | 0.23 | 0.32 | 0.35 | ||||||||||||||||||
Net realized and unrealized gain (loss) | 0.10 | (1.26 | ) | 0.60 | 0.48 | 0.56 | (0.49 | ) | ||||||||||||||||
Total from investment operations | 0.28 | (0.99 | ) | 0.84 | 0.71 | 0.88 | (0.14 | ) | ||||||||||||||||
Less Distributions: | ||||||||||||||||||||||||
From net investment income | (0.17 | ) | (0.26 | ) | (0.28 | ) | (0.25 | ) | (0.32 | ) | (0.34 | ) | ||||||||||||
From net realized gain | — | (0.24 | ) | (0.46 | ) | — | — | (0.01 | ) | |||||||||||||||
Total distributions | (0.17 | ) | (0.50 | ) | (0.74 | ) | (0.25 | ) | (0.32 | ) | (0.35 | ) | ||||||||||||
Redemption Fee Proceeds1 | — | — | — | — | — | 2 | — | 2 | ||||||||||||||||
Net asset value, end of period | $ | 8.71 | $ | 8.60 | $ | 10.09 | $ | 9.99 | $ | 9.53 | $ | 8.97 | ||||||||||||
Total return3 | 3.27 | % 4 | (10.17 | )% | 8.63 | % | 7.56 | % | 10.00 | % | (1.43 | )% | ||||||||||||
Ratios and Supplemental Data: | ||||||||||||||||||||||||
Net assets, end of period (in thousands) | $ | 166,721 | $ | 113,625 | $ | 79,460 | $ | 74,287 | $ | 10,641 | $ | 10,403 | ||||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||||||||
Before fees waived and expenses absorbed | 1.08 | % 5 | 1.14 | % | 1.28 | % | 1.48 | % | 1.76 | % | 2.27 | % | ||||||||||||
After fees waived and expenses absorbed | 0.90 | % 5 | 0.90 | % | 0.90 | % | 0.90 | % | 0.90 | % | 0.90 | % | ||||||||||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||||||||||||||
Before fees waived and expenses absorbed | 4.01 | % 5 | 2.63 | % | 2.06 | % | 1.75 | % | 2.56 | % | 2.41 | % | ||||||||||||
After fees waived and expenses absorbed | 4.19 | % 5 | 2.87 | % | 2.44 | % | 2.33 | % | 3.42 | % | 3.78 | % | ||||||||||||
Portfolio turnover rate | 73 | % 4 | 163 | % | 77 | % | 145 | % | 36 | % | 48 | % | ||||||||||||
1 | Based on average shares outstanding for the period. |
2 | Amount represents less than $0.005 per share. |
3 | Total returns would have been lower had expenses not been waived by the Advisor. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
4 | Not Annualized. |
5 | Annualized. |
See accompanying Notes to Financial Statements.
45
North Square Funds |
NOTES TO FINANCIAL STATEMENTS |
April 30, 2023 (Unaudited) |
Note 1 – Organization
The North Square Advisory Research Small Cap Value Fund (“Small Cap Value” or “Small Cap Value Fund”), North Square Altrinsic International Equity Fund (“International Equity” or “International Equity Fund”), North Square McKee Bond Fund (“McKee Bond” or “McKee Bond Fund”), and North Square Strategic Income Fund (“Strategic Income” or “Strategic Income Fund”)(each a “Fund” and collectively the “Funds”) are organized as a series of the North Square Investments Trust, a Delaware statutory trust (the “Trust”) which is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). Effective January 11, 2022, the North Square Advisory Research All Cap Value Fund changed names to the North Square Advisory Research Small Cap Value Fund. The Funds are diversified funds.
The Small Cap Value Fund’s primary investment objective is to seek long-term capital appreciation. Effective the close of business on February 21, 2020, the Small Cap Value Fund (the “Successor Fund”) acquired the assets and assumed the liabilities of the Advisory Research Small Cap Value Fund (the “Predecessor Fund”), a series of Investment Managers Series Trust, which commenced operations on November 16, 2009.
The International Equity Fund’s primary investment objective is to provide long-term growth of capital. The Fund commenced operations on December 4, 2020.
The McKee Bond Fund’s primary investment objective is to maximize total return and generate consistent outperformance of the Fund’s benchmark, the Bloomberg Intermediate Aggregate Bond Index, with a high quality and highly liquid, well diversified portfolio through opportunistic, risk-controlled management. The Fund’s Class I share commenced operations on December 28, 2020 and Class Y share commenced operations on May 19, 2021. Effective on December 1, 2021, the outstanding Class Y shares of the McKee Bond Fund were renamed as Class I shares, and the previously outstanding Class I shares of the Fund were renamed as Class R6 shares. The ticker symbols of the renamed classes did not change.
The Strategic Income Fund’s primary investment objectives are to seek high current income and to seek long-term capital appreciation. Effective the close of business on February 21, 2020, the Strategic Income Fund (the “Successor Fund”) acquired the assets and assumed the liabilities of the Advisory Research Strategic Income Fund (the “Predecessor Fund”), a series of Investment Managers Series Trust, which commenced operations on December 31, 2012.
Note 2 – Accounting Policies
The following is a summary of the significant accounting policies consistently followed by the Funds in the preparation of their financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.
(a) Valuation of Investments
Each Fund values equity securities at the last reported sale price on the principal exchange or in the principal over the counter (“OTC”) market in which such securities are traded, as of the close of regular trading on the NYSE on the day the securities are being valued or, if the last-quoted sales price is not readily available, the securities will be valued at the last bid or the mean between the last available bid and ask price. Securities traded on the NASDAQ are valued at the NASDAQ Official Closing Price (“NOCP”). Investments in open-end investment companies are valued at the daily closing net asset value of the respective investment company. Debt securities are valued by utilizing a price supplied by independent pricing service providers. The independent pricing service providers may use various valuation methodologies including matrix pricing and other analytical pricing models as well as market transactions and dealer quotations. These models generally consider such factors as yields or prices of bonds of comparable quality, type of issue, coupon, maturity, ratings and general market conditions. If a price is not readily available for a portfolio security, the security will be valued at fair value (the amount which the Fund might reasonably expect to receive for the security upon its current sale) as determined in good faith by the Fund’s advisor, subject to review and approval by the Valuation Committee, pursuant to procedures adopted by the Board of Trustees. The actions of the Valuation Committee are subsequently reviewed by the Board at its next regularly scheduled board meeting. The Valuation Committee meets as needed.
Fair value pricing may be applied to foreign securities held by the Funds upon the occurrence of an event after the close of trading on non-U.S. markets but before the close of trading on the NYSE when each Fund’s NAV is determined. If the event may result in a material adjustment to the price of the Fund’s foreign securities once non-U.S. markets open on the following business day (such as, for example, a significant surge or decline in the U.S. market), the Fund may value such foreign securities at fair value, taking into account the effect of such event, in order to calculate the Fund’s NAV. Other types of portfolio securities that the Fund may fair value include, but are not limited to: (1) investments that are illiquid or traded infrequently, including “restricted” securities and private placements for which there is no public market; (2) investments for which, in the judgment of the advisor, the market price is stale; (3) securities of an issuer that has entered into a restructuring; (4) securities for which trading has been halted or suspended; and (5) fixed income securities for which there is not a current market value quotation.
46
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
The pricing service will use a statistical analyses and quantitative models to adjust local prices using factors such as subsequent movement and changes in the prices of indexes, securities and exchange rates in other markets in determining fair value as of the time the Fund calculates the NAVs. The Board receives a report on all securities that were fair valued by the Advisor during the quarter.
On February 24, 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the region and the markets. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long such conflict and related events will last and whether it will escalate further cannot be predicted, nor its effect on the Funds.
In December 2020, the SEC adopted a new rule providing a framework for fund valuation practices (“Rule 2a-5”). Rule 2a-5 establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Rule 2a-5 permits fund boards to designate certain parties to perform fair value determinations, subject to board oversight and certain other conditions. Rule 2a-5 also defines when market quotations are “readily available” for purposes of the 1940 Act and the threshold for determining whether a fund must fair value a security. In connection with Rule 2a-5, the SEC also adopted related recordkeeping requirements and rescinded previously issued guidance, including with respect to the role of a board in determining fair value and the accounting and auditing of fund investments. The Funds are in compliance with Rule 2a-5, which had a compliance date of September 8, 2022.
Prior to the effectiveness of Rule 2a-5 on September 8, 2022, the Board of Trustees (“Board”) approved the delegation of valuation and pricing responsibility to the Administrator. The Board had also delegated to the Valuation Committee the responsibility for determining a security’s fair value under the circumstances that require a fair value determination. At each regular meeting of the Board there was presented to the Board, for its review, reports of each action taken by the Valuation Committee during the preceding quarter to value a security for which market quotations were not readily available, which reports may consist of, among other possible documentation, copies of minutes of meetings at which, or written consents by which, values were determined by the Valuation Committee. The Valuation Committee served through September 7, 2022. Effective September 8, 2022, the Board approved North Square Investments Trust Valuation Designees (the “Adviser Valuation Committee”), as the Funds’ valuation designee under Rule 2a-5.
(b) Deposits with Broker
When trading derivative instruments, such as forward or futures contracts, the Funds are only required to post initial or variation margin with the exchange or clearing broker. The use of margin in trading these instruments has the effect of creating leverage, which can expose the Funds to substantial gains or losses occurring from relatively small price changes in the value of the underlying instrument and can increase the volatility of the Funds’ returns. Volatility is a statistical measure of the dispersion of returns of an investment, where higher volatility generally indicates greater risk.
Upon entering into a futures contract (with the exception of futures contracts traded on the London Metal Exchange (“LME”)), and to maintain the Funds’ open positions in futures contracts, the Fund would be required to deposit with its custodian or futures broker in a segregated account in the name of the futures broker an amount of cash, U.S. government securities, suitable money market instruments, or other liquid securities, known as “initial margin.” The margin required for a particular futures contract is set by the exchange on which the contract is traded, and may be significantly modified from time to time by the exchange during the term of the contract. Futures contracts are customarily purchased and sold on margins that may range upward from less than 5% of the value of the contract being traded.
At April 30, 2023, the Strategic Income Fund had $448,429 in cash and cash equivalents on deposit with brokers for futures.
(c) Investment Transactions, Investment Income and Expenses
Investment transactions are accounted for on the trade date. Realized gains and losses on investments are determined on the identified cost basis. Dividend income is recorded net of applicable withholding taxes on the ex-dividend date and interest income is recorded on an accrual basis. Withholding taxes on foreign dividends, if applicable, are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statements of Operations. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld. The Funds record a reclaim receivable based on a number of factors, including a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention. Discounts or premiums on debt securities are accreted or amortized to interest income over the lives of the respective securities using the effective interest method. Expenses incurred by the Trust with respect to more than one fund are allocated in proportion to the net assets of each fund except where allocation of direct expenses to each fund or an alternative allocation method can be more appropriately made.
47
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
(d) Federal Income Taxes
Each Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized gains to its shareholders. Therefore, no provision is made for federal income or excise taxes. Due to the timing of dividend distributions and the differences in accounting for income and realized gains and losses for financial statement and federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains and losses are recorded by the Funds.
Accounting for Uncertainty in Income Taxes (the “Income Tax Statement”) requires an evaluation of tax positions taken (or expected to be taken) in the course of preparing a Fund’s tax returns to determine whether these positions meet a “more-likely-than-not” standard that, based on the technical merits, have a more than fifty percent likelihood of being sustained by a taxing authority upon examination. A tax position that meets the “more-likely-than-not” recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.
The Income Tax Statement requires management of the Funds to analyze tax positions taken in the prior three open tax years, if any, and tax positions expected to be taken in the Funds’ current tax year, as defined by the IRS statute of limitations for all major jurisdictions, including federal tax authorities and certain state tax authorities. As of and during the open years ended October 31, 2019-2022 the Funds did not have a liability for any unrecognized tax benefits. The Funds have no examination in progress and are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
The Funds may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
(e) Distributions to Shareholders
The McKee Bond Fund and Strategic Income Fund will make distributions of net investment income monthly. The Advisory Research Small Cap Value Fund and Altrinsic International Equity Fund will make distributions of net investment income, if any, at least annually. Each Fund makes distributions of its net capital gains, if any, at least annually. Distributions to shareholders are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income, expense and gain (loss) items for financial statement and tax purposes.
Note 3 – Investment Advisory and Other Agreements
The Trust, on behalf of the Funds, entered into an Investment Advisory Agreement (the “Agreement”) with North Square Investments, LLC (the “Advisor” or “NSI”). Under the terms of the Agreement, the Funds pay a monthly investment advisory fee to the Advisor based on each Fund’s average daily net assets. Fees paid to the Advisor for the period ended April 30, 2023 are reported on the Statements of Operations. The annual rates are listed by Fund in the below table:
Fund | Investment Advisory Fees | |
Small Cap Value Fund | 0.70% | |
International Equity Fund | 0.80% | |
McKee Bond Fund | 0.24% | |
Strategic Income Fund | 0.70% |
The Advisor engages Advisory Research, Inc. to manage the Small Cap Value Fund, Altrinsic Global Advisors, LLC to manage the International Equity Fund, CSM Advisors, LLC to manage the McKee Bond Fund, and Red Cedar Investment Management, LLC to manage the Strategic Income Fund (each a “Sub Advisor” and collectively the “Sub Advisors”). The Advisor pays the Sub Advisors from its advisory fees.
48
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
The Advisor has contractually agreed to waive its fee and, if necessary, to absorb other operating expenses to ensure that total annual operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses) are limited. The agreements are effective until the dates listed below and may be terminated before those dates only by the Trust’s Board of Trustees. The table below contains the agreement expiration and expense cap by Fund and by Class:
Total Limit on Annual Operating Expenses† | ||||||||
Class A | Class I | Class R6 | ||||||
Fund | Agreement Expires | Shares | Shares | Shares | ||||
Small Cap Value Fund | February 28, 2024 | — | 0.94% | — | ||||
International Equity Fund | February 28, 2024 | — | 0.97% | — | ||||
McKee Bond Fund | February 28, 2024 | — | 0.47% | 0.28% | ||||
Strategic Income Fund | February 28, 2024 | 1.15% | 0.90% | — |
† The total limit on annual operating expenses is calculated based on each Fund’s average daily net assets.
The Funds’ advisor is permitted to seek reimbursement from the Funds, subject to certain limitations, of fees waived or payments made to the Funds for a period ending thirty-six months after the date of the waiver or payment. This reimbursement may be requested from the Funds if the reimbursement will not cause the Funds’ annual expense ratio to exceed the lesser of (a) the expense limitation amount in effect at the time such fees were waived or payments made, or (b) the expense limitation amount in effect at the time of the reimbursement. The Advisor may recapture all or a portion of this amount no later than the dates stated below:
Small Cap | International | McKee | McKee | Strategic | Strategic | |||||||||||||||||||
Value | Equity | Bond – R6 | Bond – I | Income – A | Income – I | |||||||||||||||||||
October 31, 2023 | $ | 22,693 | $ | — | $ | — | $ | — | $ | — | $ | 222,916 | ||||||||||||
October 31, 2024 | $ | 41,637 | $ | 124,314 | $ | 245,194 | $ | 8 | $ | — | $ | 296,122 | ||||||||||||
October 31, 2025 | $ | 58,446 | $ | 185,085 | $ | 380,890 | $ | 18 | $ | — | $ | 235,391 | ||||||||||||
October 31, 2026 | $ | 32,431 | $ | 77,464 | $ | 170,140 | $ | 1,860 | $ | 8 | $ | 127,895 | ||||||||||||
Total | $ | 155,206 | $ | 386,863 | $ | 796,224 | $ | 1,885 | $ | 8 | $ | 882,324 |
For the period ended April 30, 2023, U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services, served as the Funds’ fund accountant, transfer agent and administrator. U.S. Bank, N.A., served as the Funds’ custodian. The Funds’ allocated fees incurred for fund accounting, fund administration, transfer agency and custody services for the period ended April 30, 2023 are reported on the Statements of Operations.
Compass Distributors, LLC serves as the Funds’ distributor (the “Distributor”). The Distributor does not receive compensation from the Funds for its distribution services; the Advisor pays the Distributor a fee for its distribution related services.
For the period ended April 30, 2023, Cipperman Compliance Services provided Chief Compliance Officer (“CCO”) services to the Funds. The Funds’ allocated fees incurred for CCO services for the period ended April 30, 2023 are reported on the Statements of Operations.
Note 4 – Federal Income Taxes
At October 31, 2022, gross unrealized appreciation and depreciation on investments, based on cost for federal income tax purposes were as follows:
Small Cap Value | International Equity | McKee Bond | Strategic Income | |||||||||||||
Cost of investments | $ | 22,779,565 | $ | 70,370,610 | $ | 122,064,638 | $ | 114,042,192 | ||||||||
Gross unrealized appreciation | $ | 1,171,267 | $ | 1,648,587 | $ | 18,949 | $ | 683,963 | ||||||||
Gross unrealized depreciation | (3,092,335 | ) | (11,737,339 | ) | (14,567,894 | ) | (6,575,585 | ) | ||||||||
Net unrealized appreciation (depreciation) on investments | $ | (1,921,068 | ) | $ | (10,088,752 | ) | $ | (14,548,945 | ) | $ | (5,891,622 | ) |
The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.
49
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
GAAP requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the year ended October 31, 2022, permanent differences in book and tax accounting have been reclassified to paid in capital, accumulated net investment income/loss and accumulated net realized gain/loss (total distributable earnings) as follows:
Increase (Decrease) | ||||||||
Total | ||||||||
Paid In Capital | Distributable Earnings | |||||||
Small Cap Value | $ | 123,884 | $ | (123,884 | ) | |||
International Equity | $ | — | $ | — | ||||
McKee Bond | $ | — | $ | — | ||||
Strategic Income | $ | (255,705 | ) | $ | 255,705 |
As of October 31, 2022, the components of accumulated earnings (deficit) on a tax basis for the Funds were as follows:
Small Cap Value | International Equity | |||||||
Undistributed ordinary income | $ | — | $ | 908,609 | ||||
Undistributed long-term gains | 1,276,083 | — | ||||||
Accumulated earnings | $ | 1,276,083 | $ | 908,609 | ||||
Accumulated capital and other losses | — | (1,418,300 | ) | |||||
Net unrealized appreciation (depreciation) on investments | (1,921,068 | ) | (10,088,752 | ) | ||||
Total accumulated earnings | $ | (644,985 | ) | $ | (10,598,443 | ) | ||
McKee Bond | Strategic Income | |||||||
Undistributed ordinary income | $ | 22,650 | $ | — | ||||
Undistributed long-term gains | — | — | ||||||
Accumulated earnings | $ | 22,650 | $ | — | ||||
Accumulated capital and other losses | (5,345,469 | ) | (3,346,858 | ) | ||||
Net unrealized appreciation (depreciation) on investments | (14,548,945 | ) | (5,891,622 | ) | ||||
Total accumulated earnings | $ | (19,871,764 | ) | $ | (9,238,480 | ) |
The tax character of distributions paid during the period ended April 30, 2023 and fiscal year ended October 31, 2022 were as follows:
Small Cap Value | International Equity | |||||||||||||||
April 30, | October 31, | April 30, | October 31, | |||||||||||||
Distributions paid from: | 2023 | 2022 | 2023 | 2022 | ||||||||||||
Ordinary income | $ | 22,611 | $ | 86,927 | $ | 1,012,568 | $ | 831,136 | ||||||||
Net long-term capital gains | 1,276,097 | 640,604 | — | — | ||||||||||||
Total distributions paid | $ | 1,298,708 | $ | 727,531 | $ | 1,012,568 | $ | 831,136 | ||||||||
McKee Bond | Strategic Income | |||||||||||||||
April 30, | October 31, | April 30, | October 31, | |||||||||||||
Distributions paid from: | 2023 | 2022 | 2023 | 2022 | ||||||||||||
Ordinary income | $ | 1,674,654 | $ | 2,113,839 | $ | 2,922,582 | $ | 4,180,402 | ||||||||
Net long-term capital gains | — | — | — | 558,231 | ||||||||||||
Total distributions paid | $ | 1,674,654 | $ | 2,113,839 | $ | 2,922,582 | $ | 4,738,633 |
As of October 31, 2022, the following funds have nonexpiring capital loss carryforwards:
Short-Term | Long-Term | |||||||
Altrinsic International Equity | $ | 1,385,603 | $ | 32,697 | ||||
McKee Bond | $ | 4,688,493 | $ | 656,976 | ||||
Strategic Income | $ | 3,346,858 | $ | — |
To the extent that a Fund may realize future net capital gains, those gains will be offset by any of its unused capital loss carryforward. Future capital loss carryover utilization in any given year may be subject to Internal Revenue Code limitations.
50
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
Note 5 – Investment Transactions
For the period ended April 30, 2023, purchases and sales of investments were as follows:
Purchases | Sales | |||||||
Small Cap Value Fund | $ | 3,792,203 | $ | 5,174,141 | ||||
International Equity Fund | $ | 44,915,532 | $ | 14,560,967 | ||||
McKee Bond Fund | $ | 51,732,152 | $ | 62,170,303 | ||||
Strategic Income Fund | $ | 141,471,941 | $ | 91,348,319 |
Note 6 – Shareholder Servicing Plan
The Trust, on behalf of the Funds, has adopted a Shareholder Servicing Plan to pay a fee at an annual rate of up to 0.15% of each Fund’s average daily net assets of shares serviced by shareholder servicing agents who provide administrative and support services to their customers.
For the period ended April 30, 2023, shareholder servicing fees incurred are disclosed on the Statements of Operations.
Note 7 – Distribution Plan
The Trust, on behalf of each Fund, has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act that allows each Fund to pay distribution fees for the sale and distribution of its Class A and Class C shares. The Plan provides for the payment of distribution fees at the annual rate of up to 0.25% of each Fund’s average daily net assets attributable to Class A shares and 1.00% of average daily net assets attributable to Class C shares. For the period ended April 30, 2023, distribution fees incurred with respect to Class A are disclosed on the Statements of Operations.
For the period November 1, 2022 through April 30, 2023, Strategic Income Fund incurred distribution fees in the following amounts:
Strategic Income Fund | ||
Distribution Fees – Class A | 7 |
Note 8 – Indemnifications
In the normal course of business, the Funds enter into contracts that contain a variety of representations which provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Funds expect the risk of loss to be remote.
Note 9 – Fair Value Measurements and Disclosure
Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or a liability, when a transaction is not orderly, and how that information must be incorporated into a fair value measurement.
Under Fair Value Measurements and Disclosures, various inputs are used in determining the value of the Funds’ investments. These inputs are summarized into three broad Levels as described below:
● | Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. |
● | Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data. |
● | Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available. |
Futures contracts are carried at fair value using the primary exchange’s closing (settlement) price and are generally categorized in Level 1.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs to measure fair value may fall into different Levels of the fair value hierarchy. In such cases, for disclosure purposes, the Level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest Level input that is significant to the fair value measurement in its entirety.
51
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the inputs used, as of April 30, 2023, in valuing the Funds’ assets carried at fair value:
Small Cap Value Fund | Level 1 | Level 2* | Level 3** | Total | ||||||||||||
Investments | ||||||||||||||||
Common Stocks1 | $ | 18,463,858 | $ | — | $ | — | $ | 18,463,858 | ||||||||
Short-Term Investment | 591,591 | — | — | 591,591 | ||||||||||||
Total Investments | $ | 19,055,449 | $ | — | $ | — | $ | 19,055,449 | ||||||||
International Equity Fund | Level 1 | Level 2 | Level 3** | Total | ||||||||||||
Investments | ||||||||||||||||
Common Stocks | ||||||||||||||||
Bermuda | $ | 4,419,029 | $ | — | $ | — | $ | 4,419,029 | ||||||||
Brazil | 1,032,828 | — | — | 1,032,828 | ||||||||||||
Canada | 1,586,331 | — | — | 1,586,331 | ||||||||||||
China | — | 4,249,041 | — | 4,249,041 | ||||||||||||
France | — | 13,149,742 | — | 13,149,742 | ||||||||||||
Germany | 878,734 | 8,931,947 | — | 9,810,681 | ||||||||||||
India | 2,077,457 | — | — | 2,077,457 | ||||||||||||
Ireland | 6,237,560 | 1,286,697 | — | 7,524,257 | ||||||||||||
Israel | 2,411,307 | — | — | 2,411,307 | ||||||||||||
Japan | — | 13,809,390 | — | 13,809,390 | ||||||||||||
Mexico | 1,301,620 | — | — | 1,301,620 | ||||||||||||
Netherlands | — | 7,564,706 | — | 7,564,706 | ||||||||||||
Republic of Korea | — | 5,166,358 | — | 5,166,358 | ||||||||||||
Singapore | — | 1,457,778 | — | 1,457,778 | ||||||||||||
Spain | — | 1,100,239 | — | 1,100,239 | ||||||||||||
Sweden | — | 651,824 | — | 651,824 | ||||||||||||
Switzerland | 3,790,941 | 8,263,727 | — | 12,054,668 | ||||||||||||
United Kingdom | 6,922,286 | 4,388,826 | — | 11,311,112 | ||||||||||||
Preferred Stocks | ||||||||||||||||
Brazil | 1,397,877 | — | — | 1,397,877 | ||||||||||||
Germany | — | 1,919,675 | — | 1,919,675 | ||||||||||||
Short-Term Investment | 5,256,552 | — | — | 5,256,552 | ||||||||||||
Total Investments | $ | 37,312,522 | $ | 71,939,950 | $ | — | $ | 109,252,472 | ||||||||
McKee Bond Fund | Level 1 | Level 2 | Level 3** | Total | ||||||||||||
Investments | ||||||||||||||||
Asset Backed Securities | $ | — | $ | 4,875,649 | $ | — | $ | 4,875,649 | ||||||||
Corporate Bonds1 | — | 30,320,798 | — | 30,320,798 | ||||||||||||
Foreign Government Agency Issue | — | 1,233,090 | — | 1,233,090 | ||||||||||||
Mortgage Backed Securities | — | 29,095,063 | — | 29,095,063 | ||||||||||||
U.S. Government Agency Issues | — | 32,366,352 | — | 32,366,352 | ||||||||||||
U.S. Government Notes/Bonds | — | 1,059,237 | — | 1,059,237 | ||||||||||||
Certificates of Deposit | — | 5,937,896 | — | 5,937,896 | ||||||||||||
Short-Term Investment | 785,922 | — | — | 785,922 | ||||||||||||
Total Investments | $ | 785,922 | $ | 104,888,085 | $ | — | $ | 105,674,007 |
1 | For a detailed break-out of these securities by major sector and industry classification, please refer to the Schedule of Investments. |
* | The Fund did not hold any Level 2 securities at period end. |
** | The Fund did not hold any Level 3 securities at period end. |
52
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
Strategic Income Fund | Level 1 | Level 2 | Level 3* | Total | ||||||||||||
Investments | ||||||||||||||||
Common Stocks1 | $ | 4,848,699 | $ | — | $ | — | $ | 4,848,699 | ||||||||
Asset Backed Securities | — | 16,591,143 | — | 16,591,143 | ||||||||||||
Corporate Bonds1 | — | 99,646,841 | — | 99,646,841 | ||||||||||||
Mortgage Backed Securities | — | 29,144,813 | — | 29,144,813 | ||||||||||||
U.S. Government Notes/Bonds | — | 7,936,342 | — | 7,936,342 | ||||||||||||
Short-Term Investment | 10,214,268 | — | — | 10,214,268 | ||||||||||||
Total Investments | $ | 15,062,967 | $ | 153,319,139 | $ | — | $ | 168,382,106 | ||||||||
Futures Contracts** | ||||||||||||||||
Long | $ | 414,930 | $ | — | $ | — | $ | 414,930 | ||||||||
Short | (81,136 | ) | — | — | (81,136 | ) | ||||||||||
Total Futures Contracts | $ | 333,794 | $ | — | $ | — | $ | 333,794 |
1 | For a detailed break-out of corporate bonds and common stocks by major sector and industry classification, please refer to the Schedule of Investments. |
* | The Fund did not hold any Level 3 securities at period end. |
** | The fair value of the Fund’s futures contracts represents the net unrealized appreciation at period end. |
Note 10 – Derivative and Other Financial Instruments
At April 30, 2023, the North Square Strategic Income Fund held derivative and other financial instruments which are not subject to a master netting arrangement. As the tables below illustrate, no positions are netted in the Fund’s financial statements:
Assets: | Gross Amounts not | |||||||||||||||||||||||
offset in the Statement | ||||||||||||||||||||||||
of Assets and Liabilities | ||||||||||||||||||||||||
Gross Amounts | Net Amounts | |||||||||||||||||||||||
Gross Amounts | Offset in the | Presented in the | Collateral | |||||||||||||||||||||
of Recognized | Statement of Assets | Statement of Assets | Financial | Received | ||||||||||||||||||||
Description | Assets | and Liabilities | and Liabilities | Instruments | (Pledged) | Net Amount | ||||||||||||||||||
Futures contracts* | $ | 333,794 | $ | — | $ | 333,794 | $ | — | $ | (333,794 | ) | $ | — | |||||||||||
Total | $ | 333,794 | $ | — | $ | 333,794 | $ | — | $ | (333,794 | ) | $ | — |
* | Reflects the current day variation margin as reported on the Fund’s statement of assets and liabilities. |
53
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
The following table presents the fair value of derivative instruments for the North Square Strategic Income Fund as of April 30, 2023 as presented on the Fund’s statement of assets and liabilities:
Net Unrealized | ||||||||||||
Fair Value | Gain (Loss) on | |||||||||||
Derivatives Not Accounted for as Hedging Instruments | Assets | Liabilities | Open Positions | |||||||||
North Square Strategic Income Fund | ||||||||||||
Futures Contracts* | ||||||||||||
Long Contracts | ||||||||||||
Interest Rate | $ | 414,930 | $ | — | $ | 414,930 | ||||||
Total Long Contracts | 414,930 | — | 414,930 | |||||||||
Short Contracts | ||||||||||||
Interest Rate | — | 81,136 | $ | (81,136 | ) | |||||||
Total Short Contracts | — | 81,136 | (81,136 | ) | ||||||||
Total Futures Contracts | $ | 414,930 | $ | 81,136 | $ | 333,794 |
* | Reflects the cumulative unrealized appreciation (depreciation) of futures contracts as reported in the Fund’s schedule of open futures contracts. Only the current day variation margin for futures contracts is separately reported within the Fund’s statement of assets and liabilities. |
The following table presents the results of the derivative trading and information related to volume for the period ended April 30, 2023 for the North Square Strategic Income Fund. The below captions of “Net Realized” and “Net Change in Unrealized” correspond to the captions in the Fund’s statement of operations.
Gain (Loss) from Trading | |||||||||
Net Change | |||||||||
Fund and Type of Derivative Instrument | Net Realized | in Unrealized | |||||||
North Square Strategic Income Fund | |||||||||
Futures Contracts | |||||||||
Interest rate | $ | (2,297,705 | ) | $ | 333,794 | ||||
Total Futures Contracts | $ | (2,297,705 | ) | $ | 333,794 | ||||
Option Contracts | |||||||||
Purchased Option Contracts* | $ | (38,209 | ) | $ | (59,392 | ) | |||
Total Option Contracts | $ | (38,209 | ) | $ | (59,392 | ) |
* | Purchased options are included in the net realized gain (loss) on investments and net change in unrealized appreciation (depreciation) on investments. |
The average monthly notional amount is shown as an indicator of volume. The average monthly notional amounts held in the Strategic Income Fund during the period ended April 30, 2023 were:
Average Notional | |||||||||
Long | Short | ||||||||
Futures contracts | $ | 35,498,593 | $ | (25,552,564 | ) | ||||
Options contracts | 461,503 | — |
Please refer to the Fund’s prospectus for a full listing of risks associated with these investments.
54
North Square Funds |
NOTES TO FINANCIAL STATEMENTS – Continued |
April 30, 2023 (Unaudited) |
Note 11 – Accounting Regulations
Rule 18f-4
In October 2020, the SEC adopted new regulations governing the use of derivatives by registered investment companies (“Rule 18f-4”). Rule 18f-4 imposes limits on the amount of derivatives a Fund can enter into, eliminates the asset segregation framework currently used by funds to comply with Section 18 of the 1940 Act, and requires funds whose use of derivatives is greater than a limited specified amount to establish and maintain a comprehensive derivatives risk management program and appoint a derivatives risk manager. Funds have been required to comply with Rule 18f-4 since August 19, 2022.
Rule 12d1-4
The SEC adopted new Rule 12d1-4, which allows registered investment companies (including business development companies (“BDCs”), unit investment trusts (“UITs”), closed-end funds, exchange-traded funds (“ETFs”), and exchange-traded managed funds (“ETMFs”) (an “acquiring” fund), to invest in other investment companies (an “acquired fund”), including private funds under a specific exception, beyond the limits of Section 12(d)(1), subject to the conditions of the rule. Rule 12d1-4 became effective January 19, 2022.
London Interbank Offered Rate (“LIBOR”)
In March 2020, FASB issued ASU 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The main objective of the new guidance is to provide relief to companies that will be impacted by the expected change in benchmark interest rates at the end of 2021, when participating banks will no longer be required to submit London Interbank Offered Rate (“LIBOR”) quotes by the UK Financial Conduct Authority. The new guidance allows companies to, provided the only change to existing contracts are a change to an approved benchmark interest rate, account for modifications as a continuance of the existing contract without additional analysis. In addition, derivative contracts that qualified for hedge accounting prior to modification, will be allowed to continue to receive such treatment, even if critical terms change due to a change in the benchmark interest rate. For new and existing contracts, the Funds may elect to apply the amendments as of March 12, 2020 through December 31, 2022. Management is currently assessing the impact of the ASU’s adoption to the Funds’ financial statements and various filings.
Topic 820
In June 2022, the FASB issued ASU 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” The ASU clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring the fair value. The amendments also require additional disclosures related to equity securities subject to contractual sale restrictions. The ASU is effective for fiscal years beginning after December 15, 2023 and interim periods within those fiscal years. Management is evaluating the implications of this guidance to future financial statements.
Note 12 – Events Subsequent to the Fiscal Period End
The Funds have adopted financial reporting rules regarding subsequent events which require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet. Management has evaluated the Funds’ related events and transactions that occurred through the date of issuance of the Funds’ financial statements.
Effective as of the open of business on May 8, 2023, U.S. Bank Global Fund Services ceased serving as the Funds’ administrator, transfer agent and fund accountant. Effective as of the same date, Ultimus Fund Solutions, LLC began serving as the Funds’ administrator, transfer agent and fund accountant. Effective as of the open of business on May 8, 2023, Compass Distributors, LLC (“Compass”) ceased serving as the Funds’ distributor and, effective as of the same date, Foreside Fund Services, LLC, an affiliate of Compass, began serving as the Funds’ distributor. Effective as of the open of business on May 8, 2023, Cravath & Associates, LLC ceased serving as counsel to the Funds’ Independent Trustees and, effective as of the same date, Blank Rome LLP began serving as counsel to the Funds’ Independent Trustees. Effective as of the open of business on May 8, 2023, Tait, Weller & Baker LLP ceased serving as independent registered public accounting firm to the Funds and, effective as of the same date, Cohen & Company, Ltd. began serving as independent registered public accounting firm to the Funds. The change in the Funds’ independent registered public accounting firm was not due to any disagreement between the Funds and the independent registered public accounting firm. Seward & Kissel LLP continues to serve as the Funds’ counsel. U.S. Bank N.A. continues to serve as the Funds’ custodian.
55
North Square Funds |
SUPPLEMENTAL INFORMATION |
Trustees and Officers Information
Additional information about the Trustees is included in each Fund’s Statement of Additional Information which is available, without charge, upon request by calling (855) 551-5521 or on the Funds’ website at www.northsquareinvest.com. The Trustees and officers of each Fund and their principal occupations during the past five years are as follows:
Name, Addressa, Year of Birth and Position(s) with the Trust | Position with the Trust | Term of Office and Length of Time Servedb | Principal Occupations During the Past Five Years or Longer | Number of Portfolios in Fund Complex Overseen by Trusteec | Other Directorship/ Trusteeship Positions held by Trustee During the Past 5 Years |
Independent Trustees | |||||
David B. Boon (1960) | Trustee | 08/2018 to present | Chief Financial Officer and Managing Director, Eagle Capital Management, LLC (since 2018); Chief Financial Officer and Partner, Cedar Capital, LLC (2013 – 2018). | 12 | None |
Donald J. Herrema (1952) | Chairman of the Board and Trustee | 08/2018 to present | Vice Chair and Chief Investment Officer, Independent Life Insurance Company (since 2018); Financial Services Executive, Advisor and Founder of BlackSterling Partners, LLC (private investments and advisory firm) (since 2004); Executive Vice Chairman and Senior Advisor at Kennedy Wilson (real estate investment company) (2009 – 2016). | 12 | Chairman and Director Emeritus, TD Funds USA (2009 – 2019); Member, USC Marshall Business School Board (since 2010); Chairman and Trustee Emeritus (since 2014), Director, FEG Investment Advisors (since 2017); Director, Independent Life Insurance Company (since 2018). |
Catherine A. Zaharis (1960) | Trustee | 08/2018 to present | Professor of Practice (since 2019), Director, Professional/Employer Development, Finance Department (2015 – 2019), Adjunct Lecturer (2010 – 2019), and Business Director, MBA Finance Career Academy (2008 – 2015), University of Iowa, Tippie College of Business; Chair (2013 – 2016), Director (1999 – 2016), and Investment Committee Member (1999 – 2013) and Chair (2003 – 2013), University of Iowa Foundation. | 12 | None |
56
North Square Funds |
SUPPLEMENTAL INFORMATION – Continued |
Name, Addressa, Year of Birth and Position(s) with the Trust | Position with the Trust | Term of Office and Length of Time Servedb | Principal Occupations During the Past Five Years or Longer | Number of Portfolios in Fund Complex Overseen by Trusteec | Other Directorship/ Trusteeship Positions held by Trustee During the Past 5 Years |
Interested Trusteesd | |||||
Mark D. Goodwin (1964) | Trustee and President | 08/2018 to present | Chief Executive Officer, North Square Investments LLC (since July 2018); President and Chief Operating Officer (2015 – July 2018) and Executive Vice President (2014 – 2015), Oak Ridge Investments, LLC. | 12 | None |
Officers of the Trust | |||||
Alan E. Molotsky (1956) | Treasurer and Secretary | 08/2018 to present | Chief Financial Officer, Chief Compliance Officer (July 2018 – March 2021), General Counsel and Senior Managing Director, North Square Investments, LLC (since July 2018); Chief Financial Officer, Chief Compliance Officer, General Counsel and Executive Vice President, Oak Ridge Investments LLC (2004 – July 2018). | N/A | N/A |
David J. Gaspar (1954) | Vice President | 08/2018 to present | Chief Operations and Information Officer and Senior Managing Director, North Square Investments, LLC (since July 2018); Chief Operations Officer, Chief Information Officer, Chief Information Security Officer and Executive Vice President, Oak Ridge Investments, LLC (2000 – July 2018). | N/A | N/A |
Douglas N. Tyre (1980) | Chief Compliance Officer | 09/2018 to present | Assistant Compliance Director, Cipperman Compliance Services, LLC (since 2014). | N/A | N/A |
a. | The business address of each Trustee and officer is c/o North Square Investments, LLC, 200 West Madison Street, Suite 2610, Chicago, Illinois 60606. |
b. | Trustees and officers serve until their successors are duly elected and qualified. |
c. | The term “Fund Complex” applies to the twelve portfolios that currently comprise the Trust, which consists of the four Funds, the North Square Spectrum Alpha Fund, the North Square Advisory Research Small Cap Growth Fund, the North Square Preferred and Income Securities Fund, the North Square Multi Strategy Fund, the North Square Dynamic Small Cap Fund, the North Square Tactical Defensive Fund, the North Square Tactical Growth Fund, and the North Square Trilogy Alternative Return Fund. |
d. | Mr. Goodwin is considered to be an “interested person” of the Trust as that term is defined in the 1940 Act by virtue of his positions with the Adviser. |
57
North Square Funds |
SUPPLEMENTAL INFORMATION – Continued |
Board Consideration of the Continuation of the Investment Advisory Agreement and Sub-Advisory Agreement and Related Agreements
Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that each mutual fund’s board of trustees, including a majority of those trustees who are not “interested persons” of the fund, as defined in the 1940 Act (the “Independent Trustees”), initially approve, and annually review and consider the continuation of, the fund’s investment advisory and sub-advisory agreements. At a meeting held on December 7-8, 2022 (the “Meeting”), the Board of Trustees (the “Board”) of North Square Investments Trust (the “Trust”), including each of the Independent Trustees, unanimously voted to approve the continuation of: (i) the investment advisory agreement (the “Advisory Agreement”) between North Square Investments, LLC (the “Adviser”) and the Trust, on behalf of the North Square Tactical Defensive Fund, the North Square Tactical Growth Fund, and the North Square Trilogy Alternative Return Fund (each, a “Fund” and collectively, the “Funds”); and (ii) the investment sub-advisory agreement between the Adviser and NSI Retail Advisors, LLC (“NSI Retail” ) with respect to the Funds (the “Sub-Adviser”). The Adviser and the Sub-Adviser are collectively referred to as the “Advisers.” The investment sub-advisory agreement with the Sub-Adviser is referred to as the “Sub-Advisory Agreement,” and the Advisory Agreement and the Sub-Advisory Agreement are collectively referred to as the “Agreements.”
In connection with its consideration of the Agreements proposed for continuation, the Board requested and reviewed responses from the Advisers to the Section 15(c) requests posed to the Advisers on behalf of the Independent Trustees by Independent Trustee Counsel and supporting materials related to those questions and responses, as well as other information and data provided. In this regard, the Board reviewed and discussed various data and information that had been provided prior to the Meeting, including the Advisory Agreement, the Sub-Advisory Agreement, memoranda provided by both Fund Counsel and Independent Trustee Counsel summarizing the requirements and guidelines relevant to the Board’s consideration of the approvals of such Agreements, each Adviser’s Form ADV Part I A, brochures and brochure supplements, profitability information, comparative information about each Fund’s performance for periods ended September 30, 2022 or October 31, 2022, as applicable, advisory fees and expense ratios, and other pertinent information. In addition, the Board considered such additional information as it deemed reasonably necessary, including information and data provided by the Advisers during the course of the year, to evaluate the Agreements, as applicable, with respect to each Fund. The Board reviewed the Advisers’15(c) responses and discussed various questions and information with representatives of the Advisers at the Meeting. The Board also considered the materials and presentations by Trust officers and representatives of the Adviser and Sub-Adviser provided at the Meeting concerning the Agreements. The Board, as noted above, also took into account information reviewed periodically throughout the year that was relevant to its consideration of the Agreements, including performance, advisory fee and other expense information and discussions with the Funds’ portfolio managers, as well as such additional information it deemed relevant and appropriate in its judgement. Based on its evaluation of this information, the Board, including the Independent Trustees, unanimously approved the continuation of the Agreements for the Funds for an additional one-year period.
In determining whether to approve the continuation of the Agreements, the members of the Board reviewed and evaluated information and factors they believed to be relevant and appropriate in the exercise of their reasonable business judgment. While individual members of the Board may have weighed certain factors differently, the Board’s determination to approve the Agreements was based on a comprehensive consideration of all information provided to the Board with respect to the approval of the Agreements. As noted, the Board was also furnished with an analysis of its fiduciary obligations in connection with its evaluation of the Agreements and, throughout the evaluation process, the Board was assisted by Fund Counsel and Independent Trustee Counsel who, as noted above, each provided a legal memorandum to the Board detailing the duties and responsibilities of the Board in connection with the various actions and approvals required in connection with the renewal of the Agreements. A more detailed summary of the important, but not necessarily all, factors the Board considered with respect to its renewal of the Agreements is provided below.
Nature, Extent and Quality of Services
The Board considered information regarding the nature, extent and quality of services being provided to the Funds by the Advisers. The Board considered, among other things, the terms of the Agreements and the range of services being provided by the Advisers. The Board noted the non-investment advisory services provided by the Advisers, including the supervision and coordination of the Funds’service providers and the provision of related administrative and other services provided by the Advisers, in particular. The Board also considered each Adviser’s reputation, organizational structure, resources and overall financial strength (including economic and other support provided by affiliates of the Adviser), its willingness and commitment to consider and implement organizational, personnel, and operational changes designed to enhance services to the Funds, as necessary.
In addition, the Board considered the Advisers’professional personnel who provide or will provide services to the Funds, including each Adviser’s ability and experience in attracting and retaining qualified personnel to service the Funds. In addition, the Board considered the compliance programs and compliance records of the Advisers. In this regard, the Board was provided with and reviewed the
58
North Square Funds |
SUPPLEMENTAL INFORMATION – Continued |
Advisers’compliance policies and procedures, as well as received presentations regarding such policies and procedures throughout the year. The Board noted the Adviser’s support of the Funds’compliance control structure, including the resources that are devoted by the Advisers in support of the Funds’ obligations pursuant to Rule 38a-1 under the 1940 Act and the efforts of the Advisers to address cybersecurity risks and invest in business continuity planning, including the steps taken by the Adviser to address the continuing challenges created by the Covid-19 pandemic.
With respect to the Adviser, the Board considered the Funds’ ongoing and proposed operation in a “manager-of-managers” structure and reviewed the responsibilities of the Adviser under this structure, including, but not limited to, monitoring and evaluating the performance of the Sub-Adviser, overseeing the Sub-Adviser for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds, and supervising the Sub-Adviser with respect to the services that the Sub-Adviser currently provides under the Sub-Advisory Agreement. In this regard, the Board evaluated information about the nature and extent of responsibilities retained and risks assumed by the Adviser and not delegated to or assumed by the Sub-Adviser. The Board also considered the process used by the Adviser, consistent with this structure, to identify and recommend sub-advisers, and its ability to monitor and oversee sub-advisers and recommend replacement of sub-advisers, when necessary, and provide other services under the Advisory Agreement. The Board also considered the financial support provided by affiliates of the Adviser that enabled the Adviser to expand the NSI Funds Complex, including through the acquisition/adoption of the Stadion Funds, which has provided benefits to the NSI Funds Complex as a whole.
With respect to the Sub-Adviser, which provides day-to-day portfolio advisory services for the Funds, subject to oversight by the Adviser, the Board considered, among other things, the quality of the Sub-Adviser’s investment personnel, its investment philosophies and processes, its investment research capabilities and resources, its performance record, its experience, its trade execution capabilities and its approach to managing risk. The Board also considered the experience of each Fund’s portfolio managers, the number of accounts managed by the portfolio managers, and the Sub-Adviser’s approach for compensating the portfolio managers. Moreover, the Board considered that the Adviser has the oversight responsibility for conflicts of interest related to the Funds.
After consideration of the foregoing factors, among others, the Board concluded that the nature, extent and quality of services being provided or to be provided by the Adviser and the Sub-Adviser, taken as a whole, remain appropriate and consistent with the terms of the Advisory Agreement and the Sub-Advisory Agreement, as applicable. In addition, the Board concluded that each Fund was likely to continue to benefit from services being provided or to be provided under each of the Agreements.
Fund Performance
The Board reviewed the performance of each Fund for the different time periods presented in the Board meeting materials and throughout the year. The Board considered various data and materials provided to the Board by the Advisers concerning Fund performance, as well as comparative fee information provided by the Administrator based on data produced by Morningstar Inc., an independent provider of investment company data (“Morningstar”), comparing the investment performance of each Fund to its respective benchmark index, and to a universe of peer funds.
The Board received information at the Meeting, and throughout the year, concerning the performance of the Funds relative to their respective benchmarks and universes for the relevant periods. The Board discussed factors contributing to, or detracting from, the Fund’s performance. The Board evaluated the explanations for any relative underperformance of a Fund during these periods, including with respect to investment decisions and market and other factors that affected the Fund’s investment performance.
Based on these considerations, the Board concluded that it was satisfied that the Adviser and the Sub-Adviser continue to have the capability of providing satisfactory investment performance for the Funds, as applicable.
Advisory Fees and Expenses
The Board reviewed and considered the advisory fee rate of each Fund that is being paid to the Adviser under the Advisory Agreement and each Fund’s total net expense ratio. The Board also reviewed and considered the sub-advisory fee rates being paid by the Adviser to the Sub-Adviser for sub-advisory services.
The Board reviewed information from Morningstar comparing each Fund’s advisory fee rate and total expense ratio relative to a group of its peer funds. While the Board recognized that comparisons between a Fund and its peer funds may be imprecise, the comparative information provided by Morningstar was helpful to the Board in evaluating the reasonableness of each Fund’s fees and total expense ratio.
The Board also received and considered information about the portion of the advisory fee that is being retained by the Adviser after payment of the fee to the Sub-Adviser for sub-advisory services. In assessing the reasonableness of this amount, the Board received and evaluated information about the nature and extent of responsibilities that are retained and risks that are assumed by Adviser and not delegated to or assumed by the Sub-Adviser, and about the Adviser’s on-going oversight services. The Board also considered that the sub-advisory fees being paid to the Sub-Adviser had been negotiated by the Adviser, noting that NSI Retail was an affiliated Sub-Adviser.
59
North Square Funds |
SUPPLEMENTAL INFORMATION – Continued |
The Board also received and considered information about the nature and extent of services offered and fee rates charged by the Adviser and the Sub-Adviser to other types of clients with investment strategies similar to those of the Funds. In this regard, the Board received information about the significantly greater scope of services, and compliance, reporting and other legal burdens and risks of managing proprietary mutual funds compared with those associated with managing assets of other types of clients, including non-mutual fund clients, such as institutional separate accounts.
Based on its consideration of the factors and information it deemed relevant, including those described here, the Board concluded that the compensation payable to the Adviser under the Advisory Agreement and to the Sub-Adviser under the Sub-Advisory Agreement were reasonable.
Profitability
The Board received and considered information concerning the Adviser’s costs of sponsoring the Funds and the profitability to the Adviser from providing services to the Funds. The Board noted that the levels of profitability may be affected by various factors. The Board also received information related to the operations and profitability to the Sub-Adviser from providing services to the Funds. The Board considered representations from the Adviser and the Sub-Adviser that the Sub-Adviser’s fees were negotiated at arm’s length on a Fund-by-Fund basis and that the sub-advisory fees are paid by the Adviser and not the Funds. Accordingly, the Board concluded that the profitability of the Sub-Adviser is a less relevant factor with respect to the Board’s consideration of the Sub-Advisory Agreement. In addition, the Board took note that each of the Funds remains in a developing state that has been, and continues to be, impacted by the Covid-19 pandemic and current market conditions, and accordingly, NSI continues to have limited profitability from the Funds at this time.
Based on its review, the Board did not deem the profits received by the Advisers from services being provided to the Funds to be at a level that would prevent it from approving the Agreements.
Economies of Scale
The Board considered the potential for the Adviser to experience economies of scale in the provision of advisory services to each Fund as the Funds grew. The Board considered that the Adviser may share potential economies of scale from its advisory business in a variety of ways, including through fee waiver and expense reimbursement arrangements, services that benefit shareholders, competitive advisory fee rates set at the outset without regard to breakpoints, and investments in the business intended to enhance services available to shareholders. The Board observed that each of the Funds continues in a developmental state.
The Board concluded that, especially in light of the current stage of development of the Funds, the Adviser’s arrangements with respect to the Funds constituted a reasonable approach to sharing potential economies of scale with the Funds and their shareholders.
“Fall-Out” Benefits
The Board received and considered information regarding potential “fall-out” or ancillary benefits that the Adviser and its affiliates may receive as a result of their relationships with the Funds. Ancillary benefits could include, among others, benefits directly attributable to other relationships with the Fund and benefits potentially derived from an increase in the Adviser’s business as a result of their relationships with the Fund. In addition, the Board considered the potential benefits, other than sub-advisory fees, that the Sub-Adviser and its affiliates may receive because of their relationships with the Funds, including the benefits of research services that may be available to the Sub-Adviser as a result of securities transactions effected for the Funds and other investment advisory clients, as well as other benefits from increases in assets under management.
Based on its consideration of the factors and information it deemed relevant, including those described above, the Board did not find that any ancillary benefits that may be received by the Advisers and their affiliates are unreasonable.
Conclusion
At the Meeting, after considering the above-described material factors and based on its deliberations and its evaluation of the information described above and assisted by the advice of both Fund Counsel and Independent Trustee Counsel, the Board, including the Independent Trustees, concluded that the approval of the renewal and continuation of the Agreements was in the best interest of each Fund and its shareholders.
60
North Square Funds |
SUPPLEMENTAL INFORMATION – Continued |
Liquidity Risk Management Program
In accordance with Rule 22e-4 under the Investment Company Act of 1940, as amended (the “Liquidity Rule”), the North Square Investments Trust (the “Trust”) has adopted and implemented a liquidity risk management program (the “Program”) for the funds within the Trust (the “Funds”). The Program seeks to assess and manage each Funds’ liquidity risk. “Liquidity risk” is defined under the Liquidity Rule as the risk that each Fund is unable to meet redemption requests without significantly diluting remaining investors’ interests in the Fund. The Trust’s Board of Trustees (the “Board”) has approved the designation of the Funds’ investment adviser as the administrator for the Program (the “Trust Program Administrator”).
At its meeting on December 7-8, 2022, the Board received and reviewed a written report (the “Report”) from the Trust’s Vice President, on behalf of the Trust Program Administrator, concerning the operation of the Program for the period of October 1, 2021 through September 30, 2022 (the “Period”). The Report noted that the Program complied with the key factors for consideration under the Liquidity Rule for assessing, managing and periodically reviewing a Fund’s liquidity risk, including the following: (1) the periodic assessment (no less frequently than annually) of certain factors that influence each Fund’s liquidity risk; (2) the periodic classification (no less frequently than monthly) of the Fund’s investments into one of four liquidity categories that reflect an estimate of their liquidity under current market conditions; (3) a 15% limit on the acquisition of “illiquid investments” (as defined under the Liquidity Rule); (4) to the extent a Fund does not invest primarily in “highly liquid investments” (as defined under the Liquidity Rule), the determination of a minimum percentage of the Fund’s assets that generally will be invested in highly liquid investments (an “HLIM”); (5) if a Fund has established an HLIM, the periodic review (no less frequently than annually) of the HLIM and the adoption of policies and procedures for responding to a shortfall of the Fund’s highly liquid investments below its HLIM; and (6) periodic reporting to the Board.
The Report summarized the operation of the Program and the information and factors considered by the Trust Program Administrator in assessing whether the Program has been adequately and effectively implemented with respect to the Funds. The Report considered each Fund’s liquidity risk under both normal and reasonably foreseeable stressed market conditions using certain factors required by the Rule and the Program, to the extent deemed appropriate by the Trust Program Administrator. The Report stated that the Funds have retained ICE Data Services, a third-party vendor, to provide a liquidity risk classification specified by the Rule. The Report also noted that each Fund primarily held investments that were classified as highly liquid during the review period and that each Fund’s portfolio is expected to continue to primarily hold highly liquid investments. Thus, the Trust Program Administrator concluded in the Report that each Fund is considered a “primarily highly liquid fund” (as defined in the Rule and Program) and each Fund can therefore rely on the exclusion in the Rule from the requirements to establish an HLIM and to adopt policies and procedures for responding to a HLIM shortfall. There were no material changes to the Program during the Period.
Based on its review, the Report of the Trust Program Administrator concluded that the Program is reasonably designed to assess and manage liquidity risk and has been and continues to be adequately and effectively implemented to monitor and, as applicable, respond to each Funds’ liquidity developments.
61
North Square Funds |
EXPENSE EXAMPLES |
For the Six Months Ended April 30, 2023 (Unaudited) |
Expense Examples
As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including redemption fees; and (2) ongoing costs, including management fees; and other Fund expenses. The examples below are 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.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six month period from November 1, 2022 to April 30, 2023.
Actual Expenses
The information in the row titled “Actual Performance” of the table below provides actual account values and actual expenses. You may use the information in these columns, 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 appropriate row for your share class, in the column titled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The information in the row titled “Hypothetical (5% annual return before expenses)” of the table below provides hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) or redemption fees. Therefore, the information in the row titled “Hypothetical (5% annual return before expenses)” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Beginning | Ending | Expense Paid | ||
Account | Account | During | ||
Value | Value | Period* | ||
Small Cap Value Fund | 11/1/22 | 4/30/23 | 11/1/22 – 4/30/23 | |
Class I | Actual Performance | $1,000.00 | $970.10 | $4.59 |
Hypothetical (5% annual return before expenses) | $1,000.00 | $1,020.13 | $4.71 |
* | Expenses are equal to the Fund’s annualized expense ratios of 0.94% for Class I, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the sixth month period). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested. |
Beginning | Ending | Expense Paid | ||
Account | Account | During | ||
Value | Value | Period* | ||
International Equity Fund | 11/1/22 | 4/30/23 | 11/1/22 – 4/30/23 | |
Class I | Actual Performance | $1,000.00 | $1,220.00 | $5.34 |
Hypothetical (5% annual return before expenses) | $1,000.00 | $1,019.98 | $4.86 |
* | Expenses are equal to the Fund’s annualized expense ratios of 0.97% for Class I, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the sixth month period). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested. |
62
North Square Funds |
EXPENSE EXAMPLES – Continued |
For the Six Months Ended April 30, 2023 (Unaudited) |
Beginning | Ending | Expense Paid | ||
Account | Account | During | ||
Value | Value | Period* | ||
McKee Bond Fund | 11/1/22 | 4/30/23 | 11/1/22 – 4/30/23 | |
Class I | Actual Performance | $1,000.00 | $1,061.20 | $2.40 |
Hypothetical (5% annual return before expenses) | $1,000.00 | $1,022.46 | $2.36 | |
Class R6 | Actual Performance | $1,000.00 | $1,062.20 | $1.43 |
Hypothetical (5% annual return before expenses) | $1,000.00 | $1,023.41 | $1.40 |
* | Expenses are equal to the Fund’s annualized expense ratios of 0.47% and 0.28% for Class I and Class R6, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the sixth month period). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested. |
Beginning | Ending | Expense Paid | ||
Account | Account | During | ||
Value | Value | Period** | ||
Strategic Income Fund | 2/28/23* | 4/30/23 | 2/28/23* – 4/30/23 | |
Class A | Actual Performance | $1,000.00 | $990.10 | $1.91 |
Hypothetical (5% annual return before expenses) | $1,000.00 | $1,006.43 | $1.93 |
* | Commencement of operations. |
** | Expenses are equal to the Fund’s annualized expense ratios of 1.15% Class A, multiplied by the average account value over the period, multiplied by 61/365 (to reflect the period since the commencement of operations). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested. |
Beginning | Ending | Expense Paid | ||
Account | Account | During | ||
Value | Value | Period* | ||
Strategic Income Fund | 11/1/22 | 4/30/23 | 11/1/22 – 4/30/23 | |
Class I | Actual Performance | $1,000.00 | $1,032.70 | $4.54 |
Hypothetical (5% annual return before expenses) | $1,000.00 | $1,020.33 | $4.51 |
* | Expenses are equal to the Fund’s annualized expense ratios of 0.90% for Class I, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the sixth month period). The expense ratios reflect an expense waiver. Assumes all dividends and distributions were reinvested. |
63
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North Square Funds | |
Advisor | |
North Square Investments, LLC | |
200 West Madison Street, Suite 2610 | |
Chicago, Illinois 60606 | |
Sub-Advisor | Sub-Advisor |
Advisory Research, Inc. | Red Cedar Investment Management, LLC |
Two Prudential Plaza | 333 Bridge Street NW, Suite 601 |
180 North Stetson Avenue, Suite 5500 | Grand Rapids, Michigan 49504 |
Chicago, Illinois 60601 | |
Sub-Advisor | Sub-Advisor |
Altrinsic Global Advisors, LLC | CSM Advisors, LLC |
8 Sound Shore Drive, 3rd Floor | One Gateway Center, 8th Floor |
Greenwich, Connecticut 06830 | Pittsburgh, Pennsylvania 15222 |
Independent Registered Public Accounting Firm | |
Tait, Weller & Baker LLP | |
50 South 16th Street, Suite 2900 | |
Philadelphia, Pennsylvania 19102 | |
Custodian | |
U.S. Bank, N.A. | |
1555 North RiverCenter Drive, Suite 300 | |
Milwaukee, Wisconsin 53212 | |
Fund Administrator, Transfer Agent and Fund Accountant | |
U.S. Bank Global Fund Services | |
615 East Michigan Street | |
Milwaukee, Wisconsin 53202 | |
Distributor | |
Compass Distributors LLC | |
Three Canal Plaza, Suite 100 | |
Portland, Maine 04101 | |
www.foreside.com |
FUND INFORMATION |
Fund Name | Ticker | CUSIP | |
North Square Advisory Research Small Cap Value Fund | Class I | ADVGX | 66263L775 |
North Square Altrinsic International Equity Fund | Class I | NSIVX | 66263L767 |
North Square McKee Bond Fund | Class I | NMKBX | 66263L759 |
North Square McKee Bond Fund | Class R6 | NMKYX | 66263L643 |
North Square Strategic Income Fund | Class A | ADVAX | 66263L783 |
North Square Strategic Income Fund | Class I | ADVNX | 66263L791 |
Privacy Principles of the North Square Funds for Shareholders
The Funds are committed to maintaining the privacy of their shareholders and to safeguarding their non-public personal information. The following information is provided to help you understand what personal information the Funds collect, how we protect that information and why, in certain cases, we may share information with select other parties.
Generally, the Funds do not receive any non-public personal information relating to their shareholders, although certain non-public personal information of their shareholders may become available to the Funds. The Funds do not disclose any non-public personal information about their shareholders or former shareholders to anyone, except as permitted by law or as is necessary in order to service shareholder accounts (for example, to a transfer agent or third party administrator).
This report is sent to shareholders of the North Square Funds for their information. It is not a Prospectus, circular or representation intended for use in the purchase or sale of shares of the Funds or of any securities mentioned in this report.
Proxy Voting Policies and Procedures
A description of the Funds’ proxy voting policies and procedures related to portfolio securities is available without charge, upon request, by calling the Funds at (855) 551-5521 or on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov.
Proxy Voting Record
Information regarding how the Funds voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, is also available, without charge and upon request by calling (855) 551-5521 or by accessing the Funds’ Form N-PX on the SEC’s website at www.sec.gov.
Portfolio Holdings Disclosure
The Funds file a complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-Q or Part F of Form N-PORT (beginning with filings after March 31, 2020). The Funds’ Forms N-Q or Part F of Form N-PORT are available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling (800) 732-0330. The Funds’ Forms N-Q or Part F of Form N-PORT may also be obtained by calling toll-free (855) 551-5521 or by visiting the Funds’ website at www.northsquareinvest.com/fund-reports-holdings.
Householding
The Funds will mail only one copy of shareholder documents, including prospectuses, annual and semi-annual reports and proxy statements, to shareholders with multiple accounts at the same address. This practice is commonly called “householding” and is intended to reduce expenses and eliminate duplicate mailings of shareholder documents. Mailings of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please call the Funds at (855) 551-5521.
North Square Funds |
c/o U.S. Bancorp Fund Services, LLC |
P.O. Box 701 |
Milwaukee, Wisconsin 53201 |
1-855-551-5521 |
(b) | Not applicable |
Item 2. Code of Ethics. Not Applicable – disclosed with annual report
Item 3. Audit Committee Financial Expert. Not Applicable - disclosed with annual report
Item 4. Principle Accountant Fees and Services. Not Applicable – disclosed with annual report
Item 5. Audit Committee of Listed Companies. Not applicable to Registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).
Item 6. Schedule of Investments.
(a) Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
(b) Not Applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not Applicable – applies to closed-end funds only
Item 8. Portfolio Managers of Closed-End Investment Companies. Not Applicable – applies to closed-end funds only
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. Not Applicable – applies to closed-end funds only
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s board of trustees.
Item 11. Controls and Procedures.
(a) The registrant’s President and Treasurer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-2 under the Act, based on their evaluation of these disclosure controls and procedures within 90 days of the filing of this report on Form N-CSR.
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-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 for Closed-End Investment Companies.
Not Applicable.
Item 13. Exhibits.
(a)(1) | Not Applicable – filed with annual report | |
(a)(2) | Certifications by the registrant’s principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes- Oxley Act of 2002 and required by Rule 30a-2under the Investment Company Act of 1940 are filed herewith. | |
(a)(3) | Not Applicable – there were no written solicitations to purchase securities under Rule 23c-1 during the period. | |
(b) | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 is filed herewith |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) North Square Investments Trust
By (Signature and Title) | /s/ Ian Martin |
Ian Martin, President
Date | 7/7/2023 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title) | /s/ Ian Martin |
Ian Martin, President
Date | 7/7/2023 |
By (Signature and Title) | /s/ Zachary P. Richmond |
Zachary P. Richmond, Treasurer
Date | 7/7/2023 |