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 | 811-04347 | |||||||
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GMO Trust | ||||||||
(Exact name of registrant as specified in charter) | ||||||||
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40 Rowes Wharf, Boston, MA |
| 02110 | ||||||
(Address of principal executive offices) |
| (Zip code) | ||||||
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Scott E. Eston, Chief Executive Officer, 40 Rowes Wharf, Boston, MA 02110 | ||||||||
(Name and address of agent for service) | ||||||||
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Registrant’s telephone number, including area code: | 617-346-7646 |
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Date of fiscal year end: | 02/28/09 |
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Date of reporting period: | 08/31/08 |
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Item 1. Reports to Stockholders.
The semiannual reports for each series of the registrant for the periods ended August 31, 2008 are filed herewith.
GMO Developed World Stock Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Developed World Stock Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 95.5 | % | |||||
Short-Term Investments | 3.1 | ||||||
Preferred Stocks | 0.3 | ||||||
Forward Currency Contracts | 0.1 | ||||||
Futures | (0.5 | ) | |||||
Other | 1.5 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
United States | 51.5 | % | |||||
United Kingdom | 12.3 | ||||||
Japan | 9.2 | ||||||
France | 7.3 | ||||||
Germany | 3.6 | ||||||
Canada | 3.2 | ||||||
Singapore | 2.2 | ||||||
Switzerland | 2.1 | ||||||
Italy | 2.0 | ||||||
Netherlands | 2.0 | ||||||
Hong Kong | 1.4 | ||||||
Australia | 0.9 | ||||||
Finland | 0.7 | ||||||
Spain | 0.7 | ||||||
Belgium | 0.4 | ||||||
Norway | 0.2 | ||||||
Sweden | 0.2 | ||||||
Ireland | 0.1 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 16.7 | % | |||||
Financials | 16.7 | ||||||
Energy | 14.1 | ||||||
Industrials | 10.2 | ||||||
Consumer Staples | 9.9 | ||||||
Information Technology | 9.4 | ||||||
Consumer Discretionary | 8.7 | ||||||
Materials | 7.5 | ||||||
Utilities | 4.2 | ||||||
Telecommunication Services | 2.6 | ||||||
100.0 | % |
1
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 95.5% | |||||||||||||||
Australia — 0.8% | |||||||||||||||
22,900 | BHP Billiton Ltd | 804,289 | |||||||||||||
437,966 | Telstra Corp Ltd | 1,625,762 | |||||||||||||
25,295 | Woodside Petroleum Ltd | 1,358,667 | |||||||||||||
Total Australia | 3,788,718 | ||||||||||||||
Belgium — 0.4% | |||||||||||||||
75,924 | Dexia | 1,072,987 | |||||||||||||
54,210 | Fortis | 750,609 | |||||||||||||
Total Belgium | 1,823,596 | ||||||||||||||
Canada — 3.1% | |||||||||||||||
7,300 | Agrium Inc | 617,454 | |||||||||||||
10,400 | Bank of Nova Scotia | 480,429 | |||||||||||||
21,000 | Barrick Gold Corp | 730,787 | |||||||||||||
15,864 | BCE Inc | 601,063 | |||||||||||||
13,300 | Canadian National Railway Co | 697,818 | |||||||||||||
15,100 | Canadian Natural Resources | 1,289,004 | |||||||||||||
21,300 | Canadian Pacific Railway Ltd | 1,299,505 | |||||||||||||
17,200 | EnCana Corp | 1,292,835 | |||||||||||||
20,200 | Goldcorp Inc | 687,158 | |||||||||||||
13,400 | Nexen Inc | 419,996 | |||||||||||||
13,400 | Potash Corp of Saskatchewan Inc | 2,331,686 | |||||||||||||
18,600 | Research In Motion Ltd * | 2,266,229 | |||||||||||||
16,800 | Suncor Energy Inc | 961,989 | |||||||||||||
26,700 | Talisman Energy Inc | 471,990 | |||||||||||||
Total Canada | 14,147,943 | ||||||||||||||
Finland — 0.7% | |||||||||||||||
21,531 | Fortum Oyj | 883,758 | |||||||||||||
81,649 | Nokia Oyj | 2,044,280 | |||||||||||||
7,169 | Rautaruukki Oyj | 243,165 | |||||||||||||
Total Finland | 3,171,203 |
See accompanying notes to the financial statements.
2
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
France — 7.0% | |||||||||||||||
5,313 | Air Liquide SA | 645,319 | |||||||||||||
11,702 | Alstom | 1,188,715 | |||||||||||||
21,762 | Arcelor Mittal | 1,707,272 | |||||||||||||
17,449 | AXA | 556,753 | |||||||||||||
63,397 | BNP Paribas | 5,687,035 | |||||||||||||
11,559 | Casino Guichard-Perrachon SA | 1,132,710 | |||||||||||||
16,653 | Cie de Saint-Gobain | 1,017,430 | |||||||||||||
8,252 | CNP Assurances | 990,515 | |||||||||||||
23,039 | Credit Agricole SA | 488,445 | |||||||||||||
52,855 | France Telecom SA | 1,558,425 | |||||||||||||
26,486 | GDF Suez | 1,524,728 | |||||||||||||
20,401 | Peugeot SA | 969,284 | |||||||||||||
11,712 | Renault SA | 977,991 | |||||||||||||
59,380 | Sanofi-Aventis | �� | 4,212,744 | ||||||||||||
12,445 | Societe Generale | 1,200,476 | |||||||||||||
2,855 | Suez Environnement SA * | 82,009 | |||||||||||||
102,026 | Total SA | 7,329,156 | |||||||||||||
1,708 | Vallourec SA | 475,150 | |||||||||||||
Total France | 31,744,157 | ||||||||||||||
Germany — 3.1% | |||||||||||||||
31,558 | Altana AG | 502,968 | |||||||||||||
18,528 | BASF AG | 1,069,228 | |||||||||||||
6,694 | Beiersdorf AG (Bearer) | 389,677 | |||||||||||||
8,794 | Deutsche Boerse AG | 824,272 | |||||||||||||
42,498 | E.ON AG | 2,477,514 | |||||||||||||
25,237 | Hannover Rueckversicherungs AG (Registered) | 1,070,521 | |||||||||||||
7,666 | K&S AG | 919,046 | |||||||||||||
3,532 | Linde AG | 443,186 | |||||||||||||
4,242 | MAN AG | 414,227 | |||||||||||||
9,290 | Muenchener Rueckversicherungs AG (Registered) | 1,440,570 | |||||||||||||
4,780 | Q-Cells AG * | 478,542 | |||||||||||||
5,417 | RWE AG | 583,397 | |||||||||||||
6,154 | Salzgitter AG | 942,362 | |||||||||||||
37,885 | Suedzucker AG | 642,156 |
See accompanying notes to the financial statements.
3
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Germany — continued | |||||||||||||||
7,653 | ThyssenKrupp AG | 381,033 | |||||||||||||
4,941 | Volkswagen AG | 1,473,230 | |||||||||||||
Total Germany | 14,051,929 | ||||||||||||||
Hong Kong — 1.3% | |||||||||||||||
28,000 | Cheung Kong Holdings Ltd | 397,991 | |||||||||||||
211,000 | CLP Holdings Ltd | 1,711,729 | |||||||||||||
55,400 | Esprit Holdings Ltd | 457,342 | |||||||||||||
91,600 | Hang Seng Bank Ltd | 1,806,652 | |||||||||||||
163,500 | Hong Kong Electric Holdings Ltd | 1,038,101 | |||||||||||||
39,000 | Sun Hung Kai Properties Ltd | 531,783 | |||||||||||||
Total Hong Kong | 5,943,598 | ||||||||||||||
Ireland — 0.1% | |||||||||||||||
49,191 | Bank of Ireland | 394,320 | |||||||||||||
Italy — 1.9% | |||||||||||||||
242,972 | ENI SPA | 7,881,369 | |||||||||||||
120,146 | UniCredito Italiano SPA | 646,470 | |||||||||||||
Total Italy | 8,527,839 | ||||||||||||||
Japan — 8.8% | |||||||||||||||
34,100 | Alps Electric Co Ltd | 308,196 | |||||||||||||
18,900 | Asahi Breweries | 350,081 | |||||||||||||
167,000 | Cosmo Oil Co Ltd | 487,761 | |||||||||||||
18,500 | Daiichi Sankyo Co Ltd | 556,571 | |||||||||||||
7,900 | Eisai Co Ltd | 314,174 | |||||||||||||
16,500 | Fast Retailing Co Ltd | 1,665,445 | |||||||||||||
148,000 | Fuji Heavy Industries Ltd | 846,058 | |||||||||||||
73,000 | Hitachi Ltd | 537,641 | |||||||||||||
100,300 | Honda Motor Co Ltd | 3,257,510 | |||||||||||||
28,200 | Hoya Corp | 574,861 | |||||||||||||
131,000 | Itochu Corp | 1,053,865 | |||||||||||||
17,000 | JFE Holdings Inc | 718,420 | |||||||||||||
13,000 | Kao Corp | 368,069 |
See accompanying notes to the financial statements.
4
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
56,000 | Kawasaki Kisen Kaisha Ltd | 397,025 | |||||||||||||
3,600 | Keyence Corp | 728,211 | |||||||||||||
20,000 | Kirin Holdings Co Ltd | 299,237 | |||||||||||||
18,300 | Komatsu Ltd | 383,010 | |||||||||||||
25,500 | Konica Minolta Holdings Inc | 351,462 | |||||||||||||
4,700 | Kyocera Corp | 393,908 | |||||||||||||
127,000 | Marubeni Corp | 785,797 | |||||||||||||
40,000 | Matsushita Electric Industrial Co Ltd | 822,154 | |||||||||||||
97,000 | Mazda Motor Corp | 516,315 | |||||||||||||
4,800 | Nintendo Co Ltd | 2,253,407 | |||||||||||||
122,000 | Nippon Mining Holdings Inc | 677,660 | |||||||||||||
183,000 | Nippon Oil Corp | 1,141,354 | |||||||||||||
57,000 | Nippon Yusen KK | 454,875 | |||||||||||||
273,900 | Nissan Motor Co | 2,080,569 | |||||||||||||
307,000 | Osaka Gas Co Ltd | 1,116,970 | |||||||||||||
60,000 | Ricoh Company Ltd | 990,397 | |||||||||||||
86,600 | Seven & I Holdings Co Ltd | 2,522,446 | |||||||||||||
35,100 | Shin-Etsu Chemical Co Ltd | 1,952,620 | |||||||||||||
65,400 | Showa Shell Sekiyu KK | 739,353 | |||||||||||||
287,200 | Sojitz Corp | 819,458 | |||||||||||||
47,100 | SUMCO Corp | 933,080 | |||||||||||||
82,600 | Sumitomo Corp | 1,029,096 | |||||||||||||
175,000 | Sumitomo Metal Industries Ltd | 773,072 | |||||||||||||
152,000 | Taisei Corp | 346,011 | |||||||||||||
29,000 | Taisho Pharmaceutical Co Ltd | 615,133 | |||||||||||||
44,900 | Takeda Pharmaceutical Co Ltd | 2,345,589 | |||||||||||||
9,100 | TDK Corp | 527,159 | |||||||||||||
17,300 | Tokyo Electric Power Co Inc | 493,577 | |||||||||||||
222,000 | Tokyo Gas Co Ltd | 926,244 | |||||||||||||
83,000 | TonenGeneral Sekiyu KK | 667,829 | |||||||||||||
54,500 | Toyota Tsusho Kaisha | 931,895 | |||||||||||||
Total Japan | 40,053,565 |
See accompanying notes to the financial statements.
5
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Netherlands — 1.9% | |||||||||||||||
131,088 | Aegon NV | 1,544,213 | |||||||||||||
28,085 | Heineken NV | 1,316,708 | |||||||||||||
152,407 | ING Groep NV | 4,748,129 | |||||||||||||
11,627 | Koninklijke DSM | 669,189 | |||||||||||||
25,490 | Koninklijke KPN NV | 432,493 | |||||||||||||
Total Netherlands | 8,710,732 | ||||||||||||||
Norway — 0.2% | |||||||||||||||
33,700 | StatoilHydro ASA | 1,033,762 | |||||||||||||
Singapore — 2.2% | |||||||||||||||
47,000 | Capitaland Ltd | 143,556 | |||||||||||||
52,000 | City Developments Ltd | 377,183 | |||||||||||||
80,000 | Keppel Corp Ltd | 555,565 | |||||||||||||
117,000 | Oversea-Chinese Banking Corp | 663,012 | |||||||||||||
276,000 | Sembcorp Industries Ltd | 801,151 | |||||||||||||
128,200 | Singapore Airlines Ltd | 1,371,004 | |||||||||||||
120,000 | Singapore Exchange Ltd | 529,895 | |||||||||||||
363,000 | Singapore Technologies Engineering Ltd | 717,060 | |||||||||||||
1,254,600 | Singapore Telecommunications | 3,096,460 | |||||||||||||
116,000 | United Overseas Bank Ltd | 1,543,990 | |||||||||||||
Total Singapore | 9,798,876 | ||||||||||||||
Spain — 0.6% | |||||||||||||||
10,986 | Gas Natural SDG SA | 508,961 | |||||||||||||
17,764 | Repsol YPF SA | 549,450 | |||||||||||||
73,680 | Telefonica SA | 1,820,522 | |||||||||||||
Total Spain | 2,878,933 | ||||||||||||||
Sweden — 0.2% | |||||||||||||||
34,100 | Electrolux AB Series B | 437,514 | |||||||||||||
45,900 | Svenska Cellulosa AB Class B | 521,437 | |||||||||||||
Total Sweden | 958,951 |
See accompanying notes to the financial statements.
6
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Switzerland — 2.0% | |||||||||||||||
60,569 | ABB Ltd * | 1,485,620 | |||||||||||||
8,900 | Alcon Inc | 1,515,581 | |||||||||||||
83,105 | Novartis AG (Registered) | 4,629,661 | |||||||||||||
2,459 | Syngenta AG (Registered) | 659,773 | |||||||||||||
2,902 | Zurich Financial Services AG | 757,615 | |||||||||||||
Total Switzerland | 9,048,250 | ||||||||||||||
United Kingdom — 11.8% | |||||||||||||||
97,874 | AstraZeneca Plc | 4,771,547 | |||||||||||||
161,592 | Aviva Plc | 1,508,402 | |||||||||||||
75,902 | BAE Systems Plc | 662,444 | |||||||||||||
623,150 | Barclays Plc | 3,987,495 | |||||||||||||
133,075 | BG Group Plc | 2,951,783 | |||||||||||||
14,958 | BHP Billiton Plc | 465,881 | |||||||||||||
44,079 | British American Tobacco Plc | 1,489,172 | |||||||||||||
25,366 | British Energy Group Plc | 338,743 | |||||||||||||
277,394 | DSG International Plc | 249,234 | |||||||||||||
252,043 | GlaxoSmithKline Plc | 5,930,775 | |||||||||||||
606,511 | HBOS Plc | 3,471,627 | |||||||||||||
131,074 | HSBC Holdings Plc | 2,062,405 | |||||||||||||
149,322 | Kesa Electricals Plc | 438,528 | |||||||||||||
105,098 | Kingfisher Plc | 253,860 | |||||||||||||
547,533 | Lloyds TSB Group Plc | 3,021,758 | |||||||||||||
27,699 | Next Plc | 534,459 | |||||||||||||
465,293 | Old Mutual Plc | 822,884 | |||||||||||||
78,155 | Persimmon Plc | 529,029 | |||||||||||||
26,950 | Reed Elsevier Plc | 308,014 | |||||||||||||
32,486 | Rio Tinto Plc | 3,083,855 | |||||||||||||
1,664,584 | Royal Bank of Scotland Group | 7,079,598 | |||||||||||||
24,702 | Royal Dutch Shell Group Class A (Amsterdam) | 859,659 | |||||||||||||
125,444 | Royal Dutch Shell Plc A Shares (London) | 4,383,931 | |||||||||||||
297,175 | Taylor Woodrow Plc | 292,088 | |||||||||||||
173,387 | Tomkins Plc | 468,367 |
See accompanying notes to the financial statements.
7
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
946,666 | Vodafone Group Inc | 2,419,161 | |||||||||||||
67,378 | Wolseley Plc | 543,650 | |||||||||||||
16,484 | Xstrata Plc | 919,035 | |||||||||||||
Total United Kingdom | 53,847,384 | ||||||||||||||
United States — 49.4% | |||||||||||||||
43,100 | 3M Co. | 3,085,960 | |||||||||||||
60,500 | Abbott Laboratories | 3,474,515 | |||||||||||||
10,200 | Accenture Ltd. | 421,872 | |||||||||||||
6,600 | ACE Ltd. | 347,226 | |||||||||||||
18,500 | Aflac, Inc. | 1,048,950 | |||||||||||||
34,600 | Allstate Corp. (The) | 1,561,498 | |||||||||||||
57,200 | Altria Group, Inc. | 1,202,916 | |||||||||||||
12,300 | Amazon.com, Inc. * | 993,963 | |||||||||||||
13,300 | Amphenol Corp.-Class A | 632,016 | |||||||||||||
19,000 | Anadarko Petroleum Corp. | 1,172,870 | |||||||||||||
10,500 | Apache Corp. | 1,200,990 | |||||||||||||
21,000 | Apple, Inc. * | 3,560,130 | |||||||||||||
9,000 | Ashland, Inc. | 368,370 | |||||||||||||
7,600 | Assurant, Inc. | 444,068 | |||||||||||||
54,300 | Automatic Data Processing, Inc. | 2,409,834 | |||||||||||||
26,800 | AutoNation, Inc. * | 304,180 | |||||||||||||
148,791 | Bank of America Corp. | 4,633,352 | |||||||||||||
12,600 | Bank of New York Mellon Corp. (The) | 436,086 | |||||||||||||
9,300 | Bard (C.R.), Inc. | 869,085 | |||||||||||||
27,800 | Baxter International, Inc. | 1,883,728 | |||||||||||||
17,000 | Becton, Dickinson & Co. | 1,485,460 | |||||||||||||
13,100 | Bed Bath & Beyond, Inc. * | 401,646 | |||||||||||||
37,300 | Best Buy Co., Inc. | 1,669,921 | |||||||||||||
3,100 | BlackRock, Inc. | 673,475 | |||||||||||||
3,900 | Bunge Ltd. | 348,504 | |||||||||||||
5,300 | Burlington Northern Santa Fe Corp. | 569,220 | |||||||||||||
29,700 | Capital One Financial Corp. | 1,310,958 | |||||||||||||
38,700 | Centerpoint Energy, Inc. | 614,556 | |||||||||||||
3,500 | CF Industries Holdings, Inc. | 533,400 |
See accompanying notes to the financial statements.
8
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
20,000 | CH Robinson Worldwide, Inc. | 1,042,200 | |||||||||||||
21,900 | Chesapeake Energy Corp. | 1,059,960 | |||||||||||||
25,805 | Chevron Corp. | 2,227,487 | |||||||||||||
133,100 | Citigroup, Inc. | 2,527,569 | |||||||||||||
20,700 | Citrix Systems, Inc. * | 626,589 | |||||||||||||
1,600 | CME Group, Inc. | 536,608 | |||||||||||||
37,300 | Coach, Inc. * | 1,081,327 | |||||||||||||
155,100 | Coca-Cola Co. (The) | 8,076,057 | |||||||||||||
21,200 | Cognizant Technology Solutions Corp.-Class A * | 621,584 | |||||||||||||
9,000 | Colgate-Palmolive Co. | 684,270 | |||||||||||||
16,700 | Comerica, Inc. | 469,103 | |||||||||||||
24,300 | Computer Sciences Corp. * | 1,142,829 | |||||||||||||
49,353 | ConocoPhillips | 4,072,116 | |||||||||||||
19,900 | Convergys Corp. * | 293,525 | |||||||||||||
23,000 | Corning, Inc. | 472,420 | |||||||||||||
8,900 | Costco Wholesale Corp. | 596,834 | |||||||||||||
12,600 | CSX Corp. | 814,968 | |||||||||||||
55,100 | D.R. Horton, Inc. | 686,546 | |||||||||||||
9,200 | Danaher Corp. | 750,444 | |||||||||||||
20,100 | Deere & Co. | 1,418,457 | |||||||||||||
16,100 | Devon Energy Corp. | 1,643,005 | |||||||||||||
13,500 | Dow Chemical Co. (The) | 460,755 | |||||||||||||
20,700 | DTE Energy Co. | 872,712 | |||||||||||||
54,800 | Duke Energy Corp. | 955,712 | |||||||||||||
28,200 | Ecolab, Inc. | 1,289,868 | |||||||||||||
67,500 | Eli Lilly & Co. | 3,148,875 | |||||||||||||
19,500 | Emerson Electric Co. | 912,600 | |||||||||||||
20,600 | Energy East Corp. | 560,320 | |||||||||||||
9,900 | EOG Resources, Inc. | 1,033,758 | |||||||||||||
24,600 | Expeditors International of Washington, Inc. | 887,814 | |||||||||||||
7,800 | Express Scripts, Inc. * | 572,598 | |||||||||||||
39,300 | Exxon Mobil Corp. | 3,144,393 | |||||||||||||
6,300 | Fastenal Co. | 327,159 | |||||||||||||
28,292 | Fidelity National Title Group, Inc.-Class A | 396,937 |
See accompanying notes to the financial statements.
9
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
18,200 | First American Corp. | 459,914 | |||||||||||||
5,500 | First Solar, Inc. * | 1,521,575 | |||||||||||||
5,700 | FirstEnergy Corp. | 414,048 | |||||||||||||
16,600 | Fiserv, Inc. * | 860,876 | |||||||||||||
10,200 | Fluor Corp. | 817,326 | |||||||||||||
5,300 | FMC Technologies, Inc. * | 283,868 | |||||||||||||
19,100 | Forest Laboratories, Inc. * | 681,679 | |||||||||||||
10,100 | FPL Group, Inc. | 606,606 | |||||||||||||
7,200 | Freeport-McMoRan Copper & Gold, Inc. | 643,104 | |||||||||||||
27,300 | Gannett Co., Inc. | 485,667 | |||||||||||||
23,600 | General Dynamics Corp. | 2,178,280 | |||||||||||||
12,400 | Genuine Parts Co. | 526,008 | |||||||||||||
30,700 | Genworth Financial, Inc.-Class A | 492,735 | |||||||||||||
10,900 | Gilead Sciences, Inc. * | 574,212 | |||||||||||||
10,700 | Google, Inc.-Class A * | 4,957,203 | |||||||||||||
13,600 | Halliburton Co. | 597,584 | |||||||||||||
24,300 | Harley-Davidson, Inc. | 966,654 | |||||||||||||
11,900 | Hartford Financial Services Group (The), Inc. | 750,652 | |||||||||||||
15,200 | Hess Corp. | 1,591,592 | |||||||||||||
39,000 | Hewlett-Packard Co. | 1,829,880 | |||||||||||||
92,700 | Home Depot, Inc. | 2,514,024 | |||||||||||||
35,700 | Hudson City Bancorp, Inc. | 658,308 | |||||||||||||
36,400 | Illinois Tool Works, Inc. | 1,805,804 | |||||||||||||
61,600 | Intel Corp. | 1,408,792 | |||||||||||||
21,500 | International Business Machines Corp. | 2,617,195 | |||||||||||||
5,600 | Jacobs Engineering Group, Inc. * | 413,392 | |||||||||||||
1,144 | John Bean Technologies Corp. * | 14,872 | |||||||||||||
246,600 | Johnson & Johnson | 17,368,038 | |||||||||||||
47,400 | Kimberly-Clark Corp. | 2,923,632 | |||||||||||||
32,335 | Kraft Foods, Inc. | 1,018,876 | |||||||||||||
31,300 | Lehman Brothers Holdings, Inc. | 503,617 | |||||||||||||
5,900 | Leucadia National Corp. | 273,111 | |||||||||||||
11,800 | Lexmark International, Inc. * | 424,446 | |||||||||||||
10,200 | Lincare Holdings, Inc. * | 336,600 | |||||||||||||
65,200 | Lowe's Cos., Inc. | 1,606,528 |
See accompanying notes to the financial statements.
10
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
12,700 | Marathon Oil Corp. | 572,389 | |||||||||||||
3,900 | Mastercard, Inc.-Class A | 945,945 | |||||||||||||
37,500 | McDonald's Corp. | 2,325,000 | |||||||||||||
30,500 | McGraw-Hill Cos. (The), Inc. | 1,306,620 | |||||||||||||
13,800 | Medco Health Solutions, Inc. * | 646,530 | |||||||||||||
40,900 | Medtronic, Inc. | 2,233,140 | |||||||||||||
9,200 | MEMC Electronic Materials, Inc. * | 451,628 | |||||||||||||
141,400 | Merck & Co., Inc. | 5,043,738 | |||||||||||||
54,000 | Microsoft Corp. | 1,473,660 | |||||||||||||
22,100 | Monsanto Co. | 2,524,925 | |||||||||||||
15,100 | Morgan Stanley | 616,533 | |||||||||||||
16,700 | Mosaic Co. (The) | 1,782,558 | |||||||||||||
8,300 | Murphy Oil Corp. | 651,799 | |||||||||||||
101,300 | National City Corp. | 510,552 | |||||||||||||
9,600 | National Oilwell Varco, Inc. * | 707,808 | |||||||||||||
34,200 | Nike, Inc.-Class B | 2,072,862 | |||||||||||||
33,300 | NiSource, Inc. | 548,784 | |||||||||||||
6,800 | Noble Energy Inc. | 487,764 | |||||||||||||
8,400 | Nucor Corp. | 441,000 | |||||||||||||
900 | NVR, Inc. * | 537,957 | |||||||||||||
31,500 | Occidental Petroleum Corp. | 2,499,840 | |||||||||||||
45,025 | Old Republic International Corp. | 492,123 | |||||||||||||
46,700 | Oracle Corp. * | 1,024,131 | |||||||||||||
7,500 | Parker-Hannifin Corp. | 480,525 | |||||||||||||
48,900 | Paychex, Inc. | 1,666,512 | |||||||||||||
8,100 | Peabody Energy Corp. | 509,895 | |||||||||||||
20,200 | Pepco Holdings, Inc. | 512,070 | |||||||||||||
88,000 | PepsiCo, Inc. | 6,026,240 | |||||||||||||
354,200 | Pfizer, Inc. | 6,768,762 | |||||||||||||
57,200 | Philip Morris International, Inc. | 3,071,640 | |||||||||||||
6,500 | PPG Industries, Inc. | 408,590 | |||||||||||||
18,600 | Praxair, Inc. | 1,671,024 | |||||||||||||
16,800 | Progress Energy, Inc. | 733,824 | |||||||||||||
4,900 | Public Storage | 432,768 |
See accompanying notes to the financial statements.
11
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
68,400 | Regions Financial Corp. | 634,068 | |||||||||||||
13,600 | Rockwell Collins, Inc. | 715,224 | |||||||||||||
9,400 | Ryder Systems, Inc. | 606,488 | |||||||||||||
11,000 | Sigma-Aldrich Corp. | 624,360 | |||||||||||||
10,600 | Southwestern Energy Co. * | 406,722 | |||||||||||||
8,700 | SPX Corp. | 1,037,475 | |||||||||||||
8,900 | State Street Corp. | 602,263 | |||||||||||||
29,600 | Stryker Corp. | 1,988,824 | |||||||||||||
13,542 | Supervalu, Inc. | 314,039 | |||||||||||||
46,800 | Sysco Corp. | 1,489,644 | |||||||||||||
7,100 | Textron, Inc. | 291,810 | |||||||||||||
39,400 | TJX Cos. (The), Inc. | 1,427,856 | |||||||||||||
9,900 | Torchmark Corp. | 591,426 | |||||||||||||
5,000 | Transocean, Inc. * | 636,000 | |||||||||||||
27,200 | Tyco Electronics Ltd. | 895,152 | |||||||||||||
38,100 | United Parcel Service, Inc.-Class B | 2,442,972 | |||||||||||||
46,100 | United Technologies Corp. | 3,023,699 | |||||||||||||
33,115 | UnitedHealth Group, Inc. | 1,008,352 | |||||||||||||
26,200 | Valero Energy Corp. | 910,712 | |||||||||||||
10,400 | VF Corp. | 824,200 | |||||||||||||
9,500 | W.W. Grainger, Inc. | 855,285 | |||||||||||||
125,200 | Wal-Mart Stores, Inc. | 7,395,564 | |||||||||||||
50,749 | Washington Mutual, Inc. (a) | 205,533 | |||||||||||||
13,100 | Weatherford International Ltd. * | 505,398 | |||||||||||||
12,900 | Wells Fargo & Co. | 390,483 | |||||||||||||
19,300 | Western Union Co. | 533,066 | |||||||||||||
6,400 | Whirlpool Corp. | 520,704 | |||||||||||||
18,200 | WM Wrigley Jr. Co. | 1,446,536 | |||||||||||||
33,000 | Xcel Energy, Inc. | 676,830 | |||||||||||||
22,600 | XTO Energy, Inc. | 1,139,266 | |||||||||||||
Total United States | 224,511,933 | ||||||||||||||
TOTAL COMMON STOCKS (COST $478,322,877) | 434,435,689 |
See accompanying notes to the financial statements.
12
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
PREFERRED STOCKS — 0.3% | |||||||||||||||
Germany — 0.3% | |||||||||||||||
3,600 | Porsche AG (Non Voting) 0.71% | 510,757 | |||||||||||||
6,389 | Volkswagen AG 1.73% | 984,839 | |||||||||||||
Total Germany | 1,495,596 | ||||||||||||||
TOTAL PREFERRED STOCKS (COST $1,149,237) | 1,495,596 | ||||||||||||||
SHORT-TERM INVESTMENTS — 3.1% | |||||||||||||||
192,000 | Bank of New York Mellon Institutional Cash Reserves Fund (b) | 192,000 | |||||||||||||
13,200,000 | Royal Bank of Canada Time Deposit, 2.04%, due 09/02/08 | 13,200,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $13,392,000) | 13,392,000 | ||||||||||||||
TOTAL INVESTMENTS — 98.9% (Cost $492,864,114) | 449,323,285 | ||||||||||||||
Other Assets and Liabilities (net) — 1.1% | 5,376,378 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 454,699,663 |
See accompanying notes to the financial statements.
13
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | CAD | 7,707,092 | $ | 7,252,266 | $ | (21,457 | ) | ||||||||||||
11/21/08 | CAD | 7,480,413 | 7,038,964 | (19,428 | ) | ||||||||||||||
11/21/08 | CAD | 7,480,413 | 7,038,964 | 2,145 | |||||||||||||||
11/21/08 | CHF | 10,788,576 | 9,805,300 | (19,645 | ) | ||||||||||||||
11/21/08 | CHF | 10,471,265 | 9,516,909 | (21,951 | ) | ||||||||||||||
11/21/08 | CHF | 10,471,265 | 9,516,909 | (12,819 | ) | ||||||||||||||
11/21/08 | DKK | 4,535,854 | 888,303 | (838 | ) | ||||||||||||||
11/21/08 | EUR | 1,470,275 | 2,147,903 | (106,584 | ) | ||||||||||||||
11/21/08 | GBP | 1,187,338 | 2,151,897 | (145,642 | ) | ||||||||||||||
11/21/08 | JPY | 1,193,106,106 | 11,013,192 | 135,723 | |||||||||||||||
11/21/08 | JPY | 1,229,260,836 | 11,346,925 | 135,440 | |||||||||||||||
11/21/08 | JPY | 1,193,106,106 | 11,013,192 | 135,624 | |||||||||||||||
11/21/08 | NOK | 3,259,519 | 596,335 | (22,251 | ) | ||||||||||||||
11/21/08 | NZD | 469,710 | 324,955 | (5,646 | ) | ||||||||||||||
11/21/08 | SEK | 38,728,551 | 5,974,747 | (89,421 | ) | ||||||||||||||
11/21/08 | SEK | 37,589,476 | 5,799,019 | (77,367 | ) | ||||||||||||||
11/21/08 | SEK | 37,589,476 | 5,799,019 | (80,726 | ) | ||||||||||||||
11/21/08 | SGD | 1,640,742 | 1,161,736 | (3,647 | ) | ||||||||||||||
11/21/08 | SGD | 1,690,462 | 1,196,941 | (4,226 | ) | ||||||||||||||
11/21/08 | SGD | 1,640,742 | 1,161,736 | (3,245 | ) | ||||||||||||||
$ | 110,745,212 | $ | (225,961 | ) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 1,217,730 | $ | 1,035,728 | $ | 14,966 | |||||||||||||
11/21/08 | AUD | 1,254,631 | 1,067,114 | 11,979 | |||||||||||||||
11/21/08 | AUD | 1,217,730 | 1,035,729 | 15,086 | |||||||||||||||
11/21/08 | CAD | 1,913,674 | 1,800,740 | 24,501 | |||||||||||||||
11/21/08 | EUR | 6,695,051 | 9,780,702 | 29,978 | |||||||||||||||
11/21/08 | EUR | 6,695,051 | 9,780,702 | 8,500 | |||||||||||||||
11/21/08 | EUR | 6,897,932 | 10,077,088 | 19,967 | |||||||||||||||
11/21/08 | GBP | 5,115,937 | 9,271,976 | 217,079 |
See accompanying notes to the financial statements.
14
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Currency Contracts — continued
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | GBP | 5,270,965 | $ | 9,552,944 | $ | 217,665 | |||||||||||||
11/21/08 | GBP | 5,115,937 | 9,271,976 | 208,802 | |||||||||||||||
11/21/08 | HKD | 11,189,497 | 1,435,863 | (1,176 | ) | ||||||||||||||
11/21/08 | HKD | 11,189,497 | 1,435,863 | (1,193 | ) | ||||||||||||||
11/21/08 | HKD | 11,528,573 | 1,479,374 | (1,352 | ) | ||||||||||||||
11/21/08 | NOK | 7,766,923 | 1,420,974 | (853 | ) | ||||||||||||||
11/21/08 | SEK | 10,802,272 | 1,666,492 | 90,089 | |||||||||||||||
$ | 70,113,265 | $ | 854,038 |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
32 | DAX | September 2008 | $ | 7,554,134 | $ | (420,507 | ) | ||||||||||||
44 | MSCI Singapore | September 2008 | 2,108,324 | 30,931 | |||||||||||||||
162 | TOPIX | September 2008 | 18,689,731 | (1,661,131 | ) | ||||||||||||||
$ | 28,352,189 | $ | (2,050,707 | ) | |||||||||||||||
Sales | |||||||||||||||||||
119 | FTSE 100 | September 2008 | $ | 12,252,678 | $ | (257,180 | ) | ||||||||||||
13 | IBEX 35 | September 2008 | 2,236,437 | 35,919 | |||||||||||||||
28 | SPI 200 | September 2008 | 3,092,007 | 125,736 | |||||||||||||||
$ | 17,581,122 | $ | (95,525 | ) |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
15
GMO Developed World Stock Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
* Non income-producing security.
(a) All or a portion of this security is out on loan (Note 2).
(b) All or a portion of this security represents investment of security lending collateral (Note 2).
As of August 31, 2008, 43.03% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
See accompanying notes to the financial statements.
16
GMO Developed World Stock Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments at value, including securities on loan of $194,400 (cost $492,864,114) (Note 2) | $ | 449,323,285 | |||||
Cash | 68,903 | ||||||
Foreign currency, at value (cost $438,800) (Note 2) | 436,586 | ||||||
Dividends and interest receivable | 1,243,133 | ||||||
Foreign taxes receivable | 54,591 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 1,267,544 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 3,071,000 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 405,637 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 51,460 | ||||||
Total assets | 455,922,139 | ||||||
Liabilities: | |||||||
Collateral on securities loaned, at value (Note 2) | 192,000 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 174,168 | ||||||
Shareholder service fee | 49,735 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 1,030 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 639,467 | ||||||
Accrued expenses | 166,076 | ||||||
Total liabilities | 1,222,476 | ||||||
Net assets | $ | 454,699,663 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 497,580,445 | |||||
Accumulated undistributed net investment income | 5,655,549 | ||||||
Accumulated net realized loss | (3,444,809 | ) | |||||
Net unrealized depreciation | (45,091,522 | ) | |||||
$ | 454,699,663 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 259,174,766 | |||||
Class IV shares | $ | 195,524,897 | |||||
Shares outstanding: | |||||||
Class III | 12,845,872 | ||||||
Class IV | 9,679,795 | ||||||
Net asset value per share: | |||||||
Class III | $ | 20.18 | |||||
Class IV | $ | 20.20 |
See accompanying notes to the financial statements.
17
GMO Developed World Stock Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $549,416) | $ | 8,754,636 | |||||
Securities lending income | 211,928 | ||||||
Interest | 205,995 | ||||||
Total investment income | 9,172,559 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 1,114,496 | ||||||
Shareholder service fee – Class III (Note 3) | 204,608 | ||||||
Shareholder service fee – Class IV (Note 3) | 104,060 | ||||||
Custodian and fund accounting agent fees | 211,048 | ||||||
Transfer agent fees | 21,160 | ||||||
Audit and tax fees | 37,352 | ||||||
Legal fees | 5,612 | ||||||
Trustees fees and related expenses (Note 3) | 2,684 | ||||||
Registration fees | 1,104 | ||||||
Miscellaneous | 4,324 | ||||||
Total expenses | 1,706,448 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (279,220 | ) | |||||
Expense reductions (Note 2) | (5,448 | ) | |||||
Net expenses | 1,421,780 | ||||||
Net investment income (loss) | 7,750,779 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (241,848 | ) | |||||
Closed futures contracts | (911,101 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (1,787,949 | ) | |||||
Net realized gain (loss) | (2,940,898 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (29,783,497 | ) | |||||
Open futures contracts | 191,030 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (1,534,984 | ) | |||||
Net unrealized gain (loss) | (31,127,451 | ) | |||||
Net realized and unrealized gain (loss) | (34,068,349 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (26,317,570 | ) |
See accompanying notes to the financial statements.
18
GMO Developed World Stock Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 7,750,779 | $ | 11,232,424 | |||||||
Net realized gain (loss) | (2,940,898 | ) | 39,545,032 | ||||||||
Change in net unrealized appreciation (depreciation) | (31,127,451 | ) | (63,583,976 | ) | |||||||
Net increase (decrease) in net assets from operations | (26,317,570 | ) | (12,806,520 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (3,915,011 | ) | (8,471,254 | ) | |||||||
Class IV | (3,107,504 | ) | (5,941,447 | ) | |||||||
Total distributions from net investment income | (7,022,515 | ) | (14,412,701 | ) | |||||||
Net realized gains | |||||||||||
Class III | (2,479,946 | ) | (22,082,339 | ) | |||||||
Class IV | (1,952,911 | ) | (15,851,765 | ) | |||||||
Total distributions from net realized gains | (4,432,857 | ) | (37,934,104 | ) | |||||||
(11,455,372 | ) | (52,346,805 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (28,751,752 | ) | 66,739,553 | ||||||||
Class IV | 5,060,415 | 21,793,212 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | (23,691,337 | ) | 88,532,765 | ||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 147,454 | 253,528 | |||||||||
Increase in net assets resulting from purchase premiums and redemption fees | 147,454 | 253,528 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | (23,543,883 | ) | 88,786,293 | ||||||||
Total increase (decrease) in net assets | (61,316,825 | ) | 23,632,968 | ||||||||
Net assets: | |||||||||||
Beginning of period | 516,016,488 | 492,383,520 | |||||||||
End of period (including accumulated undistributed net investment income of $5,655,549 and $4,927,285, respectively) | $ | 454,699,663 | $ | 516,016,488 |
See accompanying notes to the financial statements.
19
GMO Developed World Stock Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006(a) | ||||||||||||||||
Net assets value, beginning of period | $ | 21.88 | $ | 24.58 | $ | 22.24 | $ | 20.00 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)† | 0.35 | 0.54 | 0.43 | 0.15 | |||||||||||||||
Net realized and unrealized gain (loss) | (1.51 | ) | (0.74 | ) | 2.84 | 2.15 | |||||||||||||
Total from investment operations | (1.16 | ) | (0.20 | ) | 3.27 | 2.30 | |||||||||||||
Less distributions to shareholders: | |||||||||||||||||||
From net investment income | (0.33 | ) | (0.67 | ) | (0.32 | ) | (0.06 | ) | |||||||||||
From net realized gains | (0.21 | ) | (1.83 | ) | (0.61 | ) | — | ||||||||||||
Total distributions | (0.54 | ) | (2.50 | ) | (0.93 | ) | (0.06 | ) | |||||||||||
Net asset value, end of period | $ | 20.18 | $ | 21.88 | $ | 24.58 | $ | 22.24 | |||||||||||
Total Return(b) | (5.29 | )%** | (1.73 | )% | 14.87 | % | 11.51 | %** | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 259,175 | $ | 309,609 | $ | 282,446 | $ | 179,466 | |||||||||||
Net expenses to average daily net assets | 0.61 | %*(c) | 0.62 | %(c) | 0.62 | % | 0.62 | %* | |||||||||||
Net investment income to average daily net assets | 3.22 | %* | 2.15 | % | 1.83 | % | 1.27 | %* | |||||||||||
Portfolio turnover rate | 26 | %** | 53 | % | 43 | % | 15 | %**†† | |||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.12 | %* | 0.11 | % | 0.12 | % | 0.20 | %* | |||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.01 | $ | 0.02 | $ | 0.03 | $ | 0.07 |
(a) Period from August 1, 2005 (commencement of operations) through February 28, 2006.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the period August 1, 2005 through February 28, 2006.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
20
GMO Developed World Stock Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006(a) | ||||||||||||||||
Net asset value, beginning of period | $ | 21.90 | $ | 24.59 | $ | 22.25 | $ | 20.24 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)† | 0.35 | 0.56 | 0.45 | 0.12 | |||||||||||||||
Net realized and unrealized gain (loss) | (1.51 | ) | (0.74 | ) | 2.82 | 1.95 | |||||||||||||
Total from investment operations | (1.16 | ) | (0.18 | ) | 3.27 | 2.07 | |||||||||||||
Less distributions to shareholders: | |||||||||||||||||||
From net investment income | (0.33 | ) | (0.68 | ) | (0.32 | ) | (0.06 | ) | |||||||||||
From net realized gains | (0.21 | ) | (1.83 | ) | (0.61 | ) | — | ||||||||||||
Total distributions | (0.54 | ) | (2.51 | ) | (0.93 | ) | (0.06 | ) | |||||||||||
Net asset value, end of period | $ | 20.20 | $ | 21.90 | $ | 24.59 | $ | 22.25 | |||||||||||
Total Return(b) | (5.27 | )%** | (1.66 | )% | 14.88 | % | 10.23 | %** | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 195,525 | $ | 206,408 | $ | 209,937 | $ | 137,409 | |||||||||||
Net expenses to average daily net assets | 0.57 | %(c)* | 0.57 | %(c) | 0.57 | % | 0.57 | %* | |||||||||||
Net investment income to average daily net assets | 3.23 | %* | 2.22 | % | 1.93 | % | 1.20 | %* | |||||||||||
Portfolio turnover rate | 26 | %** | 53 | % | 43 | % | 15 | %**†† | |||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.12 | %* | 0.11 | % | 0.12 | % | 0.17 | %* | |||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | — | (d) | — | (d) | $ | 0.02 | $ | 0.06 |
(a) Period from September 1, 2005 (commencement of operations) through February 28, 2006.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(d) For the periods ended August 31, 2008 and February 29, 2008, the class received no purchase premiums or redemption fees.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the period August 1, 2005 through February 28, 2006.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
21
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Developed World Stock Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its investment objective by outperforming the MSCI World Index. The Fund typically makes equity investments in companies from the world's developed markets, including the U.S.
Throughout the period ended August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different level of shareholder service fees.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the
22
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 253,457,467 | $ | 629,172 | |||||||
Level 2 - Other Significant Observable Inputs | 195,865,818 | 1,267,544 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 449,323,285 | $ | 1,896,716 |
* Other financial instruments include foreign currency, forward currency contracts and futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (2,338,818 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (639,467 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (2,978,285 | ) |
** Other financial instruments include forward currency contracts and futures contracts.
23
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities.
24
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
25
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if
26
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. As of August 31, 2008, the Fund had loane d securities valued by the Fund at $194,400, collateralized by cash in the amount of $192,000, which was invested in the Bank of New York Mellon Institutional Cash Reserves Fund.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments
27
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 495,367,025 | $ | 25,311,915 | $ | (71,355,655 | ) | $ | (46,043,740 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund
28
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchase and redemption of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.25% of the amount invested or redeemed. An additional purchase premium and redemption fee of 0.005% is charged for any purchases/redemptions (or any portion of a purchase/redemption) effected in a currency other than the U.S. dollar. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in-capital. The Manager will waive the purchase premium relating to the in- kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The
29
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
Effective June 30, 2008, GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.45% of average daily net assets. For the period from March 1, 2008 through June 29, 2008, the management fee rate was 0.47% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.45% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008, was $2,408 and $1,380, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $118,185,019 and $144,393,930, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be
30
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 42.97% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008 , no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 617,516 | $ | 12,468,750 | 2,679,838 | $ | 67,974,333 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 264,910 | 5,261,114 | 1,157,471 | 28,331,295 | |||||||||||||||
Shares repurchased | (2,188,481 | ) | (46,481,616 | ) | (1,177,880 | ) | (29,566,075 | ) | |||||||||||
Purchase premiums | — | 31,250 | — | 170,362 | |||||||||||||||
Redemption fees | — | 116,204 | — | 83,166 | |||||||||||||||
Net increase (decrease) | (1,306,055 | ) | $ | (28,604,298 | ) | 2,659,429 | $ | 66,993,081 |
31
GMO Developed World Stock Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | — | $ | — | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 254,548 | 5,060,415 | 889,056 | 21,793,212 | |||||||||||||||
Shares repurchased | — | — | — | — | |||||||||||||||
Purchase premiums | — | — | — | — | |||||||||||||||
Redemption fees | — | — | — | — | |||||||||||||||
Net increase (decrease) | 254,548 | $ | 5,060,415 | 889,056 | $ | 21,793,212 |
32
GMO Developed World Stock Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall comp etence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement, including the fact that the fees payable under the agreement were being reduced in
33
GMO Developed World Stock Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
connection with the renewal of the agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regar ding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with m anaging the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered
34
GMO Developed World Stock Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
35
GMO Developed World Stock Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1 | ) Actual | 0.61 | % | $ | 1,000.00 | $ | 947.10 | $ | 2.99 | ||||||||||
2 | ) Hypothetical | 0.61 | % | $ | 1,000.00 | $ | 1,022.13 | $ | 3.11 | ||||||||||
Class IV | |||||||||||||||||||
1 | ) Actual | 0.57 | % | $ | 1,000.00 | $ | 947.30 | $ | 2.80 | ||||||||||
2 | ) Hypothetical | 0.57 | % | $ | 1,000.00 | $ | 1,022.33 | $ | 2.91 |
* Expenses are calculated using each Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
36
GMO Emerging Countries Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Emerging Countries Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 77.1 | % | |||||
Preferred Stocks | 13.2 | ||||||
Short-Term Investments | 6.4 | ||||||
Investment Funds | 4.5 | ||||||
Rights and Warrants | 0.1 | ||||||
Other | (1.3 | ) | |||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
Brazil | 19.2 | % | |||||
South Korea | 17.2 | ||||||
Taiwan | 10.7 | ||||||
Russia | 9.8 | ||||||
Turkey | 6.7 | ||||||
China | 6.3 | ||||||
South Africa | 5.3 | ||||||
Thailand | 5.3 | ||||||
United States* | 4.8 | ||||||
Hungary | 2.4 | ||||||
Malaysia | 2.2 | ||||||
India | 1.5 | ||||||
Israel | 1.4 | ||||||
Mexico | 1.3 | ||||||
Poland | 1.1 | ||||||
Philippines | 1.0 | ||||||
Indonesia | 0.9 | ||||||
Pakistan | 0.8 | ||||||
Egypt | 0.7 | ||||||
Argentina | 0.5 | ||||||
Czech Republic | 0.5 | ||||||
Chile | 0.2 | ||||||
Morocco | 0.2 | ||||||
Peru | 0.0 | ||||||
100.0 | % |
* Represents an investment to equitize cash in the iShares® MSCI Emerging Markets Index Fund, which is a separate investment portfolio of iShares, Inc., a registered investment company. The iShares® MSCI Emerging Markets Index Fund invests in global emerging markets and seeks investment results that correspond generally to the price and yield performance, before fees and expenses, of the MSCI Emerging Markets Index. iShares® is a registered trademark of Barclays Global Investors, N.A. ("BGI"). Neither BGI nor the iShares® Funds make any representations regarding the advisability of investing in the iShares® MSCI Emerging Markets Index Fund.
1
GMO Emerging Countries Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary | % of Equity Investments | ||||||
Financials | 25.0 | % | |||||
Energy | 20.8 | ||||||
Materials | 13.5 | ||||||
Information Technology | 11.5 | ||||||
Telecommunication Services | 7.4 | ||||||
Industrials | 6.1 | ||||||
Miscellaneous* | 4.8 | ||||||
Consumer Discretionary | 4.7 | ||||||
Consumer Staples | 2.9 | ||||||
Utilities | 2.5 | ||||||
Health Care | 0.8 | ||||||
100.0 | % |
* Represents an investment to equitize cash in the iShares® MSCI Emerging Markets Index Fund, which is a separate investment portfolio of iShares, Inc., a registered investment company. The iShares® MSCI Emerging Markets Index Fund invests in global emerging markets and seeks investment results that correspond generally to the price and yield performance, before fees and expenses, of the MSCI Emerging Markets Index. iShares® is a registered trademark of Barclays Global Investors, N.A. ("BGI"). Neither BGI nor the iShares® Funds make any representations regarding the advisability of investing in the iShares® MSCI Emerging Markets Index Fund.
2
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
COMMON STOCKS — 77.1% | |||||||||||
Argentina — 0.5% | |||||||||||
28,150 | Petrobras Energia Participaciones SA Sponsored ADR | 319,221 | |||||||||
18,660 | Tenaris SA ADR | 1,020,515 | |||||||||
Total Argentina | 1,339,736 | ||||||||||
Brazil — 6.4% | |||||||||||
7,100 | B2W Companhia Global do Varejo | 253,291 | |||||||||
40,309 | Companhia Saneamento Basico Sao Paulo | 912,269 | |||||||||
52,214 | Companhia Siderurgica Nacional SA | 1,809,872 | |||||||||
64,600 | Companhia Vale do Rio Doce | 1,722,799 | |||||||||
26,200 | Cyrela Brazil Realty SA | 329,349 | |||||||||
7,100 | EDP-Energias Do Brasil SA | 124,054 | |||||||||
28,100 | Electrobras (Centro) | 508,558 | |||||||||
24,400 | Empresa Brasileira de Aeronautica SA | 207,026 | |||||||||
9,100 | Empresa Brasileira de Aeronautica SA Sponsored ADR | 308,945 | |||||||||
10,200 | Gerdau SA | 159,320 | |||||||||
54,448 | Investimentos Itau SA | 517,757 | |||||||||
32,000 | Natura Cosmeticos SA | 372,614 | |||||||||
105,040 | Petroleo Brasileiro SA (Petrobras) | 2,749,084 | |||||||||
67,810 | Petroleo Brasileiro SA (Petrobras) ADR | 3,576,299 | |||||||||
15,023 | Souza Cruz SA | 392,902 | |||||||||
15,500 | Tele Norte Leste Participacoes SA | 380,653 | |||||||||
41,520 | Uniao de Bancos Brasileiros SA | 491,872 | |||||||||
12,400 | Unibanco-Uniao de Bancos Brasileiros SA GDR | 1,482,544 | |||||||||
22,425 | Usinas Siderurgicas de Minas Gerais SA | 771,805 | |||||||||
Total Brazil | 17,071,013 | ||||||||||
Chile — 0.2% | |||||||||||
3,072 | Banco de Chile ADR | 134,677 | |||||||||
7,800 | Banco Santander Chile SA ADR | 343,278 | |||||||||
2,370 | Compania Cervecerias Unidas ADR | 81,978 | |||||||||
Total Chile | 559,933 |
See accompanying notes to the financial statements.
3
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
China — 6.0% | |||||||||||
262,000 | Aluminum Corp of China Ltd | 231,038 | |||||||||
880,000 | Bank of China Ltd Class H | 378,267 | |||||||||
810,000 | China Construction Bank Class H | 656,492 | |||||||||
142,697 | China International Marine Containers Co Ltd Class B | 118,151 | |||||||||
434,500 | China Merchants Bank Co Ltd Class H | 1,448,799 | |||||||||
126,488 | China Merchants Holdings International Co Ltd | 466,307 | |||||||||
176,664 | China Mobile Ltd | 2,005,489 | |||||||||
3,872 | China Mobile Ltd Sponsored ADR | 219,620 | |||||||||
813,083 | China Petroleum & Chemical Corp Class H | 783,017 | |||||||||
28,000 | China Shenhua Energy Co Ltd Class H | 95,614 | |||||||||
2,460 | China Telecom Corp Ltd ADR (a) | 125,534 | |||||||||
505,400 | China Telecom Corp Ltd Class H | 257,194 | |||||||||
438,000 | CNOOC Ltd | 681,003 | |||||||||
480,000 | CNPC Hong Kong Ltd | 184,008 | |||||||||
246,000 | Cosco Pacific Ltd | 374,191 | |||||||||
17,240 | Focus Media Holding Ltd ADR * (a) | 564,093 | |||||||||
665,000 | Huaneng Power International Inc Class H | 494,630 | |||||||||
1,758,000 | Industrial and Commercial Bank of China Ltd Class H | 1,203,723 | |||||||||
88,000 | Kingboard Chemical Holdings Ltd | 396,002 | |||||||||
164,000 | Nine Dragons Paper Holdings Ltd | 100,414 | |||||||||
290,000 | Parkson Retail Group Ltd | 415,975 | |||||||||
2,567,553 | PetroChina Co Ltd Class H | 3,291,637 | |||||||||
9,470 | Shanda Interactive Entertainment Ltd ADR * | 250,860 | |||||||||
138,400 | Shanghai Industrial Holdings Ltd | 373,547 | |||||||||
102,000 | Tencent Holdings Ltd | 865,606 | |||||||||
Total China | 15,981,211 | ||||||||||
Czech Republic — 0.5% | |||||||||||
7,040 | CEZ AS | 529,513 | |||||||||
2,600 | ECM Real Estate Investments AG * | 69,691 | |||||||||
1,024 | Komercni Banka AS | 225,455 | |||||||||
2,480 | Pegas Nonwovens SA | 58,866 | |||||||||
316 | Philip Morris CR AS | 103,982 | |||||||||
6,530 | Telefonica 02 Czech Republic AS | 201,661 |
See accompanying notes to the financial statements.
4
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Czech Republic — continued | |||||||||||
12,420 | Unipetrol | 150,887 | |||||||||
Total Czech Republic | 1,340,055 | ||||||||||
Egypt — 0.6% | |||||||||||
6,692 | Alexandria Mineral Oils Co | 93,295 | |||||||||
31,490 | Commercial International Bank | 272,002 | |||||||||
5,050 | Egyptian Co for Mobile Services | 117,513 | |||||||||
15,510 | Egyptian Financial Group-Hermes Holding | 135,988 | |||||||||
430 | El Ezz Aldekhela Steel Alexa Co | 113,752 | |||||||||
15,550 | El Ezz Steel Rebars SAE | 73,975 | |||||||||
5,200 | ElSwedy Cables Holding Co * | 131,585 | |||||||||
65,927 | Sidi Kerir Petrochemicals Co | 202,530 | |||||||||
39,145 | South Valley Cement * | 104,174 | |||||||||
127,140 | Telecom Egypt | 391,466 | |||||||||
Total Egypt | 1,636,280 | ||||||||||
Hungary — 2.3% | |||||||||||
119,040 | Magyar Telekom Nyrt | 610,258 | |||||||||
16,900 | MOL Magyar Olaj es Gazipari Nyrt (New Shares) | 1,815,479 | |||||||||
67,180 | OTP Bank Nyrt * (a) | 3,012,909 | |||||||||
3,770 | Richter Gedeon Nyrt | 747,110 | |||||||||
Total Hungary | 6,185,756 | ||||||||||
India — 1.4% | |||||||||||
45,770 | Canara Bank Ltd | 221,979 | |||||||||
27,160 | GAIL India Ltd | 242,339 | |||||||||
26,030 | Hindalco Industries Ltd | 72,045 | |||||||||
52,050 | Hindalco Industries Ltd GDR 144A (Registered Shares) (Luxembourg Exchange) | 151,466 | |||||||||
13,981 | Hindustan Zinc Ltd | 180,994 | |||||||||
29,870 | Indian Oil Corp Ltd | 270,528 | |||||||||
25,330 | Infosys Technologies Ltd | 1,002,238 | |||||||||
3,324 | Jindal Steel & Power Ltd | 142,891 | |||||||||
32,737 | LIC Housing Finance Ltd | 241,875 |
See accompanying notes to the financial statements.
5
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
India — continued | |||||||||||
100,018 | Satyam Computer Services Ltd | 945,991 | |||||||||
103,030 | Steel Authority of India Ltd | 362,286 | |||||||||
Total India | 3,834,632 | ||||||||||
Indonesia — 0.9% | |||||||||||
2,907,751 | Bakrie & Brothers Tbk PT * | 109,062 | |||||||||
3,769,000 | Bumi Resources Tbk PT | 2,240,565 | |||||||||
Total Indonesia | 2,349,627 | ||||||||||
Israel — 1.3% | |||||||||||
239,010 | Bank Hapoalim BM | 929,693 | |||||||||
248,630 | Bank Leumi Le | 1,025,446 | |||||||||
5,470 | IDB Development Corp Ltd | 119,363 | |||||||||
50,370 | Israel Chemicals Ltd | 836,121 | |||||||||
400 | Teva Pharmaceutical Industries Ltd | 18,946 | |||||||||
13,880 | Teva Pharmaceutical Industries Ltd Sponsored ADR | 657,079 | |||||||||
Total Israel | 3,586,648 | ||||||||||
Malaysia — 2.1% | |||||||||||
41,500 | Digi.com Berhad | 280,866 | |||||||||
424,700 | Genting Berhad | 728,129 | |||||||||
143,200 | Hong Leong Bank Berhad | 241,915 | |||||||||
1,101,850 | KNM Group Berhad | 481,587 | |||||||||
76,850 | Kuala Lumpur Kepong Berhad | 268,575 | |||||||||
47,000 | MISC Berhad | 119,999 | |||||||||
257,300 | MISC Berhad (Foreign Registered) | 650,889 | |||||||||
1,037,200 | Resorts World Berhad | 823,892 | |||||||||
620,900 | RHB Capital Berhad | 761,327 | |||||||||
115,409 | Tanjong Plc | 447,607 | |||||||||
185,900 | Tenaga Nasional Berhad | 430,788 | |||||||||
194,900 | TM International Bhd * | 358,958 | |||||||||
Total Malaysia | 5,594,532 |
See accompanying notes to the financial statements.
6
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Mexico — 1.2% | |||||||||||
62,500 | Alfa SA de CV Class A | 325,788 | |||||||||
1,045,689 | Cemex SA de CV CPO * | 2,095,903 | |||||||||
15,370 | Cemex SA de CV Sponsored CPO ADR * (a) | 308,169 | |||||||||
12,670 | Fomento Economico Mexicano Sponsored ADR | 562,802 | |||||||||
Total Mexico | 3,292,662 | ||||||||||
Morocco — 0.2% | |||||||||||
110 | Lafarge Ciments | 30,282 | |||||||||
23,430 | Maroc Telecom | 553,829 | |||||||||
Total Morocco | 584,111 | ||||||||||
Pakistan — 0.7% | |||||||||||
53,190 | Arif Habib Securities Ltd * (b) | 58,927 | |||||||||
388,940 | Hub Power Co Ltd (b) | 98,977 | |||||||||
63,300 | MCB Bank Ltd (b) | 182,304 | |||||||||
136,200 | National Bank of Pakistan (b) | 149,540 | |||||||||
505,830 | Oil & Gas Development Co Ltd (b) | 584,687 | |||||||||
53,380 | Pakistan Oilfields Ltd (b) | 153,419 | |||||||||
115,940 | Pakistan Petroleum Ltd (b) | 290,116 | |||||||||
67,740 | Pakistan State Oil Co Ltd (b) | 223,867 | |||||||||
198,630 | United Bank Ltd (b) | 160,011 | |||||||||
Total Pakistan | 1,901,848 | ||||||||||
Peru — 0.0% | |||||||||||
1,320 | Compania de Minas Buenaventura SA ADR | 30,624 | |||||||||
1,490 | Southern Copper Corp | 38,040 | |||||||||
Total Peru | 68,664 | ||||||||||
Philippines — 0.9% | |||||||||||
34,412 | Ayala Corp | 223,042 | |||||||||
941,644 | Ayala Land Inc | 208,201 | |||||||||
345,600 | Bank of the Philippine Islands | 346,864 | |||||||||
25,380 | Philippine Long Distance Telephone Co | 1,491,622 |
See accompanying notes to the financial statements.
7
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Philippines — continued | |||||||||||
2,430 | Philippine Long Distance Telephone Co Sponsored ADR | 144,075 | |||||||||
Total Philippines | 2,413,804 | ||||||||||
Poland — 1.0% | |||||||||||
6,100 | Bank Handlowy W Warszawie SA | 169,397 | |||||||||
17,620 | KGHM Polska Miedz SA | 593,226 | |||||||||
61,000 | Polski Koncern Naftowy Orlen SA | 881,395 | |||||||||
32,860 | Powszechna Kasa Oszczednosci Bank Polski SA | 706,374 | |||||||||
34,160 | Telekomunikacja Polska SA | 342,733 | |||||||||
Total Poland | 2,693,125 | ||||||||||
Russia — 9.0% | |||||||||||
42,580 | Aeroflot - Russian Airlines | 118,937 | |||||||||
34,470 | Cherepovets MK Severstal GDR (Registered Shares) | 582,543 | |||||||||
14,720 | CTC Media Inc * | 285,568 | |||||||||
7,000 | Evraz Group SA GDR | 528,500 | |||||||||
23,200 | Gazprom Neft | 109,006 | |||||||||
30,000 | Gazprom Neft Sponsored ADR | 691,500 | |||||||||
67,010 | KamAZ * | 245,319 | |||||||||
51,380 | Lukoil Sponsored ADR | 3,817,534 | |||||||||
3,400 | Mobile Telesystems Sponsored ADR | 231,200 | |||||||||
241,544 | OAO Gazprom Sponsored GDR | 9,420,216 | |||||||||
11,091 | OAO Mechel ADR | 303,228 | |||||||||
133,300 | OAO Rosneft Oil Co GDR | 1,137,049 | |||||||||
9,550 | OAO Tatneft Sponsored GDR (Registered Shares) | 988,425 | |||||||||
16,600 | PIK Group GDR (Registered Shares) * | 331,004 | |||||||||
1,866,910 | Sberbank RF | 4,377,344 | |||||||||
33,100 | Surgutneftegaz Sponsored ADR | 238,320 | |||||||||
3,960 | Wimm-Bill-Dann Foods ADR * | 275,299 | |||||||||
11,608 | X5 Retail Group NV GDR (Registered Shares) * | 316,318 | |||||||||
Total Russia | 23,997,310 | ||||||||||
South Africa — 5.0% | |||||||||||
52,252 | Absa Group Ltd | 737,679 |
See accompanying notes to the financial statements.
8
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Africa — continued | |||||||||||
27,024 | Adcock Ingram Holdings Ltd * | 131,653 | |||||||||
29,567 | ArcelorMittal South Africa Ltd | 696,497 | |||||||||
21,367 | Aveng Ltd | 183,583 | |||||||||
38,279 | Bidvest Group Ltd | 565,528 | |||||||||
627,300 | FirstRand Ltd | 1,335,833 | |||||||||
63,400 | Foschini Ltd | 349,338 | |||||||||
11,500 | Impala Platinum Holdings Ltd | 324,479 | |||||||||
39,100 | Imperial Holdings Ltd | 273,690 | |||||||||
40,400 | Investec Ltd | 300,992 | |||||||||
52,900 | JD Group Ltd | 206,409 | |||||||||
39,100 | MTN Group Ltd | 601,144 | |||||||||
116,200 | Murray & Roberts Holdings Ltd | 1,568,273 | |||||||||
22,007 | Remgro Ltd | 533,775 | |||||||||
34,500 | Reunert Ltd | 260,036 | |||||||||
157,800 | RMB Holdings Ltd | 535,446 | |||||||||
359,900 | Sanlam Ltd | 830,246 | |||||||||
23,900 | Sasol Ltd | 1,315,583 | |||||||||
110,268 | Standard Bank Group Ltd | 1,286,479 | |||||||||
289,600 | Steinhoff International Holdings Ltd | 692,470 | |||||||||
27,024 | Tiger Brands Ltd | 475,314 | |||||||||
73,900 | Truworths International Ltd | 299,463 | |||||||||
Total South Africa | 13,503,910 | ||||||||||
South Korea — 15.3% | |||||||||||
5,300 | Daelim Industrial Co Ltd | 326,667 | |||||||||
28,506 | Daewoo Engineering & Construction Co Ltd (a) | 302,740 | |||||||||
4,000 | DC Chemical Co Ltd | 1,080,815 | |||||||||
15,939 | Dongbu Insurance Co Ltd | 446,249 | |||||||||
11,180 | Dongkuk Steel Mill Co Ltd | 398,392 | |||||||||
2,660 | GS Engineering & Construction Corp | 204,253 | |||||||||
7,390 | GS Holdings Corp | 186,165 | |||||||||
45,120 | Hana Financial Group Inc | 1,598,398 | |||||||||
2,590 | Hanjin Heavy Industries & Construction Co Ltd | 71,032 | |||||||||
12,811 | Hanjin Heavy Industries & Construction Holdings Co Ltd * | 197,920 |
See accompanying notes to the financial statements.
9
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Korea — continued | |||||||||||
13,890 | Hanjin Shipping | 352,882 | |||||||||
32,516 | Hanwha Corp | 1,103,003 | |||||||||
5,428 | Honam Petrochemical Corp | 320,964 | |||||||||
15,339 | Hyundai Engineering & Construction (a) | 786,133 | |||||||||
22,030 | Hyundai Marine & Fire Insurance Co Ltd | 362,987 | |||||||||
3,805 | Hyundai Mipo Dockyard | 544,306 | |||||||||
9,990 | Hyundai Mobis | 829,542 | |||||||||
29,280 | Hyundai Motor Co (a) | 1,913,011 | |||||||||
9,570 | Hyundai Steel Co | 442,918 | |||||||||
7,220 | Hyunjin Materials Co Ltd | 273,073 | |||||||||
42,390 | Industrial Bank of Korea | 602,076 | |||||||||
940 | KCC Corp | 308,339 | |||||||||
50,570 | Kookmin Bank | 2,766,595 | |||||||||
800 | Kookmin Bank ADR | 43,840 | |||||||||
79,230 | Korea Exchange Bank | 992,273 | |||||||||
3,487 | Korea Gas Corp | 251,045 | |||||||||
2,970 | Korea Line Corp | 475,709 | |||||||||
3,160 | Korea Zinc Co Ltd | 365,287 | |||||||||
7,806 | Korean Air Lines Co Ltd | 274,591 | |||||||||
5,280 | KT Corp | 216,506 | |||||||||
34,000 | KT Corp ADR | 692,240 | |||||||||
35,723 | KT&G Corp | 3,002,532 | |||||||||
14,500 | KT&G Corp GDR 144A | 611,900 | |||||||||
2,320 | LG Chemicals Ltd | 200,840 | |||||||||
18,090 | LG Corp | 1,032,517 | |||||||||
55,560 | LG Display Co Ltd (a) | 1,369,080 | |||||||||
13,020 | LG Electronics Inc | 1,199,491 | |||||||||
22,480 | LG Telecom Ltd | 196,440 | |||||||||
1,210 | MegaStudy Co Ltd | 253,296 | |||||||||
6,279 | NHN Corp * | 854,738 | |||||||||
3,760 | POSCO | 1,617,317 | |||||||||
5,230 | S-Oil Corp | 310,143 | |||||||||
13,338 | Samsung Electronics Co Ltd | 6,256,479 | |||||||||
7,460 | Samsung Fire & Marine Insurance Co Ltd | 1,354,813 |
See accompanying notes to the financial statements.
10
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Korea — continued | |||||||||||
4,620 | Samsung SDI Co Ltd * | 350,959 | |||||||||
41,345 | Shinhan Financial Group Co Ltd | 1,875,808 | |||||||||
54,740 | SK Telecom Co Ltd ADR | 1,116,696 | |||||||||
55,981 | Woori Finance Holdings Co Ltd | 736,885 | |||||||||
Total South Korea | 41,069,885 | ||||||||||
Taiwan — 10.1% | |||||||||||
487,733 | Asustek Computer Inc | 1,121,288 | |||||||||
348,054 | AU Optronics Corp | 413,234 | |||||||||
105,000 | Catcher Technology Co Ltd | 352,371 | |||||||||
691,284 | Chi Mei Optoelectronics Corp | 580,595 | |||||||||
1,308,339 | China Development Financial Holding Corp | 412,356 | |||||||||
1,358,854 | China Steel Corp | 1,663,215 | |||||||||
1,036,604 | Chinatrust Financial Holding Co Ltd | 666,969 | |||||||||
642,327 | Chunghwa Telecom Co Ltd | 1,592,359 | |||||||||
7,240 | Chunghwa Telecom Co Ltd ADR * | 179,118 | |||||||||
554,557 | Compal Electronics Inc | 497,464 | |||||||||
500 | D-Link Corp | 602 | |||||||||
317,779 | Far Eastern Textile Co Ltd | 291,501 | |||||||||
1,053,983 | First Financial Holding Co Ltd | 795,711 | |||||||||
300,039 | Formosa Chemicals & Fibre Co | 515,221 | |||||||||
348,178 | Formosa Plastics Corp | 678,478 | |||||||||
368,000 | Fubon Financial Holding Co Ltd | 309,942 | |||||||||
41,940 | High Tech Computer Corp | 777,099 | |||||||||
486,557 | Hon Hai Precision Industry Co Ltd | 2,440,830 | |||||||||
600,410 | KGI Securities Co Ltd | 299,086 | |||||||||
482,845 | Lite-On Technology Corp | 474,369 | |||||||||
135,097 | MediaTek Inc | 1,551,268 | |||||||||
1,130,000 | Mega Financial Holdings Co Ltd | 710,544 | |||||||||
424,417 | Nan Ya Plastics Corp | 663,976 | |||||||||
91,198 | Novatek Microelectronics Corp Ltd | 195,851 | |||||||||
58,000 | Powertech Technology Inc | 179,815 | |||||||||
601,431 | Quanta Computer Inc | 903,905 | |||||||||
57,200 | Richtek Technology Corp | 471,235 |
See accompanying notes to the financial statements.
11
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Taiwan — continued | |||||||||||
475,664 | Siliconware Precision Industries Co | 650,436 | |||||||||
731,213 | Taiwan Cement Corp | 714,677 | |||||||||
267,950 | Taiwan Cooperative Bank | 197,288 | |||||||||
155,000 | Taiwan Fertilizer Co Ltd | 476,824 | |||||||||
254,787 | Taiwan Mobile Co Ltd | 455,517 | |||||||||
2,318,330 | Taiwan Semiconductor Manufacturing Co Ltd | 4,269,975 | |||||||||
87 | Taiwan Semiconductor Manufacturing Co Ltd Sponsored ADR | 845 | |||||||||
87,000 | U-Ming Marine Transport Corp | 229,329 | |||||||||
184,830 | Unimicron Technology Corp | 205,262 | |||||||||
2,096,000 | Yuanta Financial Holding Co Ltd | 1,197,747 | |||||||||
Total Taiwan | 27,136,302 | ||||||||||
Thailand — 5.1% | |||||||||||
273,690 | Advanced Info Service Pcl (Foreign Registered) | 706,587 | |||||||||
350,940 | Bangkok Bank Pcl NVDR | 1,190,242 | |||||||||
340,300 | Bangkok Dusit Medical Service Pcl (Foreign Registered) | 361,842 | |||||||||
1,307,570 | Bank of Ayudhya Pcl NVDR * | 776,721 | |||||||||
6,000 | Banpu Pcl (Foreign Registered) (b) | 68,237 | |||||||||
21,000 | Banpu Pcl NVDR | 237,612 | |||||||||
1,176,640 | BEC World Pcl (Foreign Registered) | 766,263 | |||||||||
3,493,950 | IRPC Pcl (Foreign Registered) | 416,029 | |||||||||
1,635,670 | Italian Thai Development Pcl (Foreign Registered) | 216,320 | |||||||||
487,600 | Kasikornbank Pcl (Foreign Registered) (b) | 1,016,958 | |||||||||
274,080 | Kasikornbank Pcl NVDR | 571,632 | |||||||||
1,664,000 | Krung Thai Bank Pcl (Foreign Registered) | 367,091 | |||||||||
1,229,510 | Land & Houses Pcl NVDR | 236,512 | |||||||||
349,200 | PTT Exploration & Production Pcl (Foreign Registered) | 1,511,668 | |||||||||
281,722 | PTT Pcl (Foreign Registered) | 2,174,769 | |||||||||
58,859 | Siam Cement Pcl (Foreign Registered) (b) | 289,300 | |||||||||
25,180 | Siam Cement Pcl NVDR | 120,834 | |||||||||
556,000 | Siam City Bank PCL (Foreign Registered) * | 227,841 | |||||||||
643,000 | Siam Commercial Bank Pcl (Foreign Registered) | 1,462,498 | |||||||||
267,400 | Thai Airways International Pcl (Foreign Registered) | 113,967 | |||||||||
167,770 | Thai Oil Pcl (Foreign Registered) | 241,931 |
See accompanying notes to the financial statements.
12
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Thailand — continued | |||||||||||
57,560 | Thoresen Thai Agencies Pcl | 62,794 | |||||||||
426,970 | Thoresen Thai Agencies Pcl (Foreign Registered) | 465,798 | |||||||||
Total Thailand | 13,603,446 | ||||||||||
Turkey — 6.4% | |||||||||||
256,928 | Akbank TAS | 1,318,280 | |||||||||
442,450 | Dogan Sirketler Grubu Holdings AS * | 643,170 | |||||||||
84,776 | Enka Insaat ve Sanayi AS | 751,505 | |||||||||
208,420 | Eregli Demir ve Celik Fabrikalari TAS | 1,400,000 | |||||||||
187,950 | Haci Omer Sabanci Holding AS | 786,293 | |||||||||
240,202 | KOC Holding AS * | 830,933 | |||||||||
9,700 | Migros Turk TAS | 175,824 | |||||||||
75,384 | Tupras-Turkiye Petrol Rafineriler AS | 1,765,733 | |||||||||
74,880 | Turk Hava Yollari Anonim Ortakligi * | 407,978 | |||||||||
319,227 | Turkcell Iletisim Hizmet AS | 2,111,840 | |||||||||
947,560 | Turkiye Garanti Bankasi * | 2,805,245 | |||||||||
144,210 | Turkiye Halk Bankasi AS | 794,445 | |||||||||
496,400 | Turkiye IS Bankasi Class C | 2,358,340 | |||||||||
245,375 | Turkiye Sinai Kalkinma Bankasi AS * | 228,141 | |||||||||
381,370 | Turkiye Vakiflar Bankasi TAO Class D | 720,823 | |||||||||
11,436 | Yapi ve Kredi Bankasi AS * | 25,420 | |||||||||
Total Turkey | 17,123,970 | ||||||||||
TOTAL COMMON STOCKS (COST $235,714,342) | 206,868,460 | ||||||||||
PREFERRED STOCKS — 13.2% | |||||||||||
Brazil — 11.9% | |||||||||||
58,000 | Aracruz SA Class B (Registered) 2.24% | 319,178 | |||||||||
133,912 | Banco Bradesco SA 0.52% | 2,460,530 | |||||||||
137,325 | Banco Itau Holding Financeira SA 0.46% | 2,590,640 | |||||||||
61,793 | Companhia Energetica de Minas Gerais 2.51% | 1,334,046 | |||||||||
35,500 | Companhia Paranaense de Energia Class B 0.93% | 609,816 | |||||||||
139,756 | Companhia Vale do Rio Doce Class A 0.54% | 3,258,115 |
See accompanying notes to the financial statements.
13
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Brazil — continued | |||||||||||
26,200 | Electrobras (Centro) SA Class B 6.44% | 402,483 | |||||||||
65,700 | Gerdau Metalurgica SA 5.90% | 1,672,730 | |||||||||
117,308 | Gerdau SA 4.82% | 2,209,421 | |||||||||
406,727 | Itausa-Investimentos Itau SA 0.15% | 2,377,981 | |||||||||
62,800 | Net Servicos de Comunicacoa SA * | 724,319 | |||||||||
304,324 | Petroleo Brasileiro SA (Petrobras) 0.08% | 6,515,894 | |||||||||
33,460 | Petroleo Brasileiro SA Sponsored ADR 0.08% | 1,437,776 | |||||||||
113,100 | Sadia SA 0.36% | 747,293 | |||||||||
12,230 | Tele Norte Leste Participacoes ADR 0.56% | 283,981 | |||||||||
73,100 | Tele Norte Leste Participacoes SA 8.45% | 1,701,930 | |||||||||
15,400 | Telecomunicacoes de Sao Paulo SA 4.31% | 439,325 | |||||||||
15,000 | Telemar Norte Leste SA Class A 20.07% | 782,209 | |||||||||
56,800 | Usinas Siderrurgicas de Minas Gerais SA Class A 0.55% | 1,993,227 | |||||||||
Total Brazil | 31,860,894 | ||||||||||
Russia — 0.3% | |||||||||||
810 | Transneft 1.04% | 824,500 | |||||||||
South Korea — 1.0% | |||||||||||
18,730 | Hyundai Motor Co 4.20% | 460,726 | |||||||||
10,550 | Hyundai Motor Co 4.41% | 239,828 | |||||||||
6,002 | Samsung Electronics Co Ltd (Non Voting) 2.21% | 1,993,600 | |||||||||
Total South Korea | 2,694,154 | ||||||||||
TOTAL PREFERRED STOCKS (COST $25,438,073) | 35,379,548 | ||||||||||
INVESTMENT FUNDS — 4.5% | |||||||||||
United States — 4.5% | |||||||||||
303,500 | iShares MSCI Emerging Markets Index Fund | 12,155,175 | |||||||||
TOTAL INVESTMENT FUNDS (COST $12,140,371) | 12,155,175 |
See accompanying notes to the financial statements.
14
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
RIGHTS AND WARRANTS — 0.1% | |||||||||||
Egypt — 0.1% | |||||||||||
15,550 | El Ezz Steel Rights, Expires 09/25/08 * (b) | 119,019 | |||||||||
India — 0.0% | |||||||||||
11,155 | Hindalco Industries Ltd Rights, Expires 10/10/08 * | 6,703 | |||||||||
TOTAL RIGHTS AND WARRANTS (COST $148,248) | 125,722 | ||||||||||
SHORT-TERM INVESTMENTS — 6.4% | |||||||||||
5,042,341 | Bank of New York Mellon Institutional Cash Reserves Fund (c) | 5,042,341 | |||||||||
12,200,000 | Royal Bank of Canada Time Deposit, 2.04%, due 09/02/08 | 12,200,000 | |||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $17,242,341) | 17,242,341 | ||||||||||
TOTAL INVESTMENTS — 101.3% (Cost $290,683,375) | 271,771,246 | ||||||||||
Other Assets and Liabilities (net) — (1.3)% | (3,523,727 | ) | |||||||||
TOTAL NET ASSETS — 100.0% | $ | 268,247,519 |
See accompanying notes to the financial statements.
15
GMO Emerging Countries Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
ADR - American Depositary Receipt
CPO - Ordinary Participation Certificate (Certificado de Participacion Ordinares), representing a bundle of shares of the multiple series of one issuer that trade together as a unit.
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
GDR - Global Depository Receipt
NVDR - Non-Voting Depository Receipt
* Non income-producing security.
(a) All or a portion of this security is out on loan (Note 2).
(b) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(c) All or a portion of this security represents investment of security lending collateral (Note 2).
As of August 31, 2008, 57.44% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
16
GMO Emerging Countries Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments at value, including securities on loan of $4,885,283 (cost $290,683,375) (Note 2) | $ | 271,771,246 | |||||
Cash | 28,451 | ||||||
Foreign currency, at value (cost $913,365) (Note 2) | 909,285 | ||||||
Receivable for investments sold | 347,650 | ||||||
Receivable for Fund shares sold | 1,030,696 | ||||||
Dividends and interest receivable | 1,005,873 | ||||||
Foreign taxes receivable | 237,910 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 20,535 | ||||||
Total assets | 275,351,646 | ||||||
Liabilities: | |||||||
Collateral on securities loaned, at value (Note 2) | 5,042,341 | ||||||
Payable for investments purchased | 268,310 | ||||||
Payable for Fund shares repurchased | 1,268,663 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 149,720 | ||||||
Shareholder service fee | 30,284 | ||||||
Administration fee – Class M | 5,690 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 836 | ||||||
Payable for 12b-1 fee – Class M | 12,319 | ||||||
Accrued expenses | 325,964 | ||||||
Total liabilities | 7,104,127 | ||||||
Net assets | $ | 268,247,519 |
See accompanying notes to the financial statements.
17
GMO Emerging Countries Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 256,436,606 | |||||
Accumulated undistributed net investment income | 3,653,711 | ||||||
Accumulated net realized gain | 27,088,252 | ||||||
Net unrealized depreciation | (18,931,050 | ) | |||||
$ | 268,247,519 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 223,773,066 | |||||
Class M shares | $ | 44,474,453 | |||||
Shares outstanding: | |||||||
Class III | 20,337,149 | ||||||
Class M | 4,108,584 | ||||||
Net asset value per share: | |||||||
Class III | $ | 11.00 | |||||
Class M | $ | 10.82 |
See accompanying notes to the financial statements.
18
GMO Emerging Countries Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $1,018,398) | $ | 6,703,862 | |||||
Interest | 112,225 | ||||||
Securities lending income | 8,485 | ||||||
Total investment income | 6,824,572 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 1,178,855 | ||||||
Shareholder service fee – Class III (Note 3) | 249,597 | ||||||
12b-1 fee – Class M (Note 3) | 37,411 | ||||||
Administration fee – Class M (Note 3) | 29,929 | ||||||
Custodian and fund accounting agent fees | 604,716 | ||||||
Transfer agent fees | 25,852 | ||||||
Audit and tax fees | 49,404 | ||||||
Legal fees | 5,520 | ||||||
Trustees fees and related expenses (Note 3) | 3,326 | ||||||
Registration fees | 11,316 | ||||||
Miscellaneous | 4,133 | ||||||
Total expenses | 2,200,059 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (60,519 | ) | |||||
Expense reductions (Note 2) | (3,447 | ) | |||||
Net expenses | 2,136,093 | ||||||
Net investment income (loss) | 4,688,479 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments (net of foreign capital gains tax of $4,546) (Note 2) | 29,222,441 | ||||||
Foreign currency, forward contracts and foreign currency related transactions (net of CPMF tax of $554) (Note 2) | (389,973 | ) | |||||
Net realized gain (loss) | 28,832,468 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments (net of change in foreign capital gains tax accrual of $(17,159)) (Note 2) | (92,117,299 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (49,419 | ) | |||||
Net unrealized gain (loss) | (92,166,718 | ) | |||||
Net realized and unrealized gain (loss) | (63,334,250 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (58,645,771 | ) |
See accompanying notes to the financial statements.
19
GMO Emerging Countries Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 4,688,479 | $ | 5,408,824 | |||||||
Net realized gain (loss) | 28,832,468 | 118,746,655 | |||||||||
Change in net unrealized appreciation (depreciation) | (92,166,718 | ) | (14,494,242 | ) | |||||||
Net increase (decrease) in net assets from operations | (58,645,771 | ) | 109,661,237 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (6,266,144 | ) | ||||||||
Class M | — | (465,425 | ) | ||||||||
Total distributions from net investment income | — | (6,731,569 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (41,574,229 | ) | (113,812,595 | ) | |||||||
Class M | (3,398,630 | ) | (10,207,292 | ) | |||||||
Total distributions from net realized gains | (44,972,859 | ) | (124,019,887 | ) | |||||||
(44,972,859 | ) | (130,751,456 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (53,038,147 | ) | 51,505,212 | ||||||||
Class M | 21,978,349 | 3,819,194 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | (31,059,798 | ) | 55,324,406 | ||||||||
Total increase (decrease) in net assets | (134,678,428 | ) | 34,234,187 | ||||||||
Net assets: | |||||||||||
Beginning of period | 402,925,947 | 368,691,760 | |||||||||
End of period (including accumulated undistributed net investment income of $3,653,711 and distributions in excess of net investment income of $1,034,768, respectively) | $ | 268,247,519 | $ | 402,925,947 |
See accompanying notes to the financial statements.
20
GMO Emerging Countries Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 15.26 | $ | 16.04 | $ | 19.20 | $ | 15.99 | $ | 14.99 | $ | 8.54 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss) | 0.19 | † | 0.23 | † | 0.32 | † | 0.28 | † | 0.30 | † | 0.18 | ||||||||||||||||
Net realized and unrealized gain (loss) | (2.59 | ) | 4.87 | 2.50 | 5.09 | 3.43 | 6.71 | ||||||||||||||||||||
Total from investment operations | (2.40 | ) | 5.10 | 2.82 | 5.37 | 3.73 | 6.89 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.30 | ) | (0.36 | ) | (0.35 | ) | (0.31 | ) | (0.22 | ) | ||||||||||||||||
From net realized gains | (1.86 | ) | (5.58 | ) | (5.62 | ) | (1.81 | ) | (2.42 | ) | (0.22 | ) | |||||||||||||||
Total distributions | (1.86 | ) | (5.88 | ) | (5.98 | ) | (2.16 | ) | (2.73 | ) | (0.44 | ) | |||||||||||||||
Net asset value, end of period | $ | 11.00 | $ | 15.26 | $ | 16.04 | $ | 19.20 | $ | 15.99 | $ | 14.99 | |||||||||||||||
Total Return | (16.65 | )%**(a) | 30.68 | %(a) | 16.20 | % | 36.38 | %(a) | 28.76 | %(a) | 81.45 | %(a) | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 223,773 | $ | 371,540 | $ | 339,268 | $ | 346,018 | $ | 249,005 | $ | 249,844 | |||||||||||||||
Net expenses to average daily net assets | 1.15 | %*(b) | 1.11 | %(b) | 1.06 | % | 1.10 | % | 1.10 | % | 1.16 | % | |||||||||||||||
Net investment income to average daily net assets | 1.32 | %**(c) | 1.31 | % | 1.74 | % | 1.68 | % | 2.12 | % | 1.82 | % | |||||||||||||||
Portfolio turnover rate | 34 | %** | 72 | % | 58 | % | 35 | % | 53 | % | 57 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.03 | %* | 0.03 | % | — | 0.01 | % | 0.05 | % | 0.06 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
21
GMO Emerging Countries Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class M share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 15.07 | $ | 15.90 | $ | 19.05 | $ | 15.87 | $ | 14.91 | $ | 8.51 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss) | 0.16 | † | 0.18 | † | 0.30 | † | 0.27 | † | 0.26 | † | 0.11 | ||||||||||||||||
Net realized and unrealized gain (loss) | (2.55 | ) | 4.82 | 2.44 | 5.00 | 3.39 | 6.71 | ||||||||||||||||||||
Total from investment operations | (2.39 | ) | 5.00 | 2.74 | 5.27 | 3.65 | 6.82 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.25 | ) | (0.27 | ) | (0.28 | ) | (0.27 | ) | (0.20 | ) | ||||||||||||||||
From net realized gains | (1.86 | ) | (5.58 | ) | (5.62 | ) | (1.81 | ) | (2.42 | ) | (0.22 | ) | |||||||||||||||
Total distributions | (1.86 | ) | (5.83 | ) | (5.89 | ) | (2.09 | ) | (2.69 | ) | (0.42 | ) | |||||||||||||||
Net asset value, end of period | $ | 10.82 | $ | 15.07 | $ | 15.90 | $ | 19.05 | $ | 15.87 | $ | 14.91 | |||||||||||||||
Total Return | (16.80 | )%(a) | 30.29 | % | 15.89 | % | 35.99 | % | 28.30 | % | 80.98 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 44,474 | $ | 31,386 | $ | 29,423 | $ | 57,136 | $ | 69,109 | $ | 58,346 | |||||||||||||||
Net expenses to average daily net assets | 1.46 | %*(b) | 1.41 | %(b) | 1.36 | % | 1.39 | % | 1.40 | % | 1.45 | % | |||||||||||||||
Net investment income to average daily net assets | 1.14 | %**(c) | 0.99 | % | 1.63 | % | 1.65 | % | 1.82 | % | 1.27 | % | |||||||||||||||
Portfolio turnover rate | 34 | %** | 72 | % | 58 | % | 35 | % | 53 | % | 57 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.04 | %* | 0.03 | % | — | 0.01 | % | 0.05 | % | 0.06 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
22
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Emerging Countries Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its investment objective by outperforming the S&P/IFCI (Investable) Composite Index. The Fund typically makes equity investments in companies whose stocks are traded in the securities markets of the world's non-developed countries ("emerging countries"), which excludes countries that are included in the MSCI EAFE Index. The Fund normally invests at least 80% of its assets in investments tied economically to emerging countries.
Throughout the period ended August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class M. Class M shares bear an administration fee and a 12b-1 fee while Class III shares bear a shareholder service fee (See Note 3). The principal economic difference between the classes of shares is the type and level of fees.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are
23
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor base d on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 102,533,716 | $ | 909,285 | |||||||
Level 2 - Other Significant Observable Inputs | 165,842,168 | — | |||||||||
Level 3 - Significant Unobservable Inputs | 3,395,362 | — | |||||||||
Total | $ | 271,771,246 | $ | 909,285 |
* Other financial instruments include foreign currency.
24
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 2,135,349 | $ | — | |||||||
Realized gain (loss) | (32,882 | ) | — | ||||||||
Change in unrealized appreciation/depreciation | (2,062,926 | ) | — | ||||||||
Net purchases (sales) | 1,478,508 | — | |||||||||
Net transfers in and/or out of Level 3 | 1,877,313 | — | |||||||||
Balance as of August 31, 2008 | $ | 3,395,362 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at
25
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or loss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a
26
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial
27
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of th e period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. As of August 31, 2008, the Fund had loane d securities valued by the Fund at $4,885,283, collateralized by cash in the amount of $5,042,341, which was invested in the Bank of New York Mellon Institutional Cash Reserves Fund.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
28
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests. The accrual for capital gains and repatriation taxes is included in net unrealized gain (loss) in the Statement of Operations. For the period ended August 31, 2008, the Fund incurred $4,546 in capital gains taxes, which is included in net realized gain (loss) in the Statement of Operations.
The Fund is currently subject to a Taiwanese security transaction tax of 0.30% of the transaction amount on equities and 0.10% of the transaction amount on corporate bonds and mutual fund shares, which must be paid by the Fund upon the sale or transfer of any portfolio securities subject to such tax.
The Fund is subject to a Contribuição Provisória sobre Movimentações Financiera ("CPMF") tax which is applied to foreign exchange transactions representing capital inflows or outflows to/from the Brazilian market. For the period ended August 31, 2008, the Fund incurred $554 in CPMF tax, which is included in net realized gain (loss) on foreign currency, forward contracts and foreign currency related transactions in the Statement of Operations.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer March 1, 2008 post-October currency losses of $594,300.
29
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 292,505,943 | $ | 22,998,651 | $ | (43,733,348 | ) | $ | (20,734,697 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class's operations.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State
30
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
Investments in securities of issuers in emerging countries present risks that are not inherent in many other investments. Many emerging countries are subject to political and/or economic instability. The securities markets of emerging countries are generally smaller and less developed than the securities markets of the U.S. and developed foreign markets. Further, countries may impose various types of foreign currency regulations or controls that impede the Fund's ability to repatriate amounts it receives. The Fund may acquire interests in securities in some countries based on the Manager's expectations that conditions in those countries will improve. These factors may result in significant volatility in the values of the Fund's holdings. The markets in emerging countries are typically less liquid than those of developed markets. Accordingly, the Fund may not be able to realize in an actual sale amounts approximating the values i t has placed on its holdings.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.65% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily Class M net assets. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily Class M net assets for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or for the provision of
31
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund's average daily Class M net assets.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 1.00% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, administration and distribution (12b-1) fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $3,142 and $1,104, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $116,221,831 and $183,840,722, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 45.69% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned
32
GMO Emerging Countries Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.13% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 1.86% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 432,825 | $ | 5,972,941 | 957,007 | $ | 16,034,781 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 3,347,515 | 39,835,423 | 6,663,042 | 113,483,330 | |||||||||||||||
Shares repurchased | (7,787,824 | ) | (98,846,511 | ) | (4,425,134 | ) | (78,012,899 | ) | |||||||||||
Net increase (decrease) | (4,007,484 | ) | $ | (53,038,147 | ) | 3,194,915 | $ | 51,505,212 | |||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class M: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 2,350,793 | $ | 26,681,480 | 628,963 | $ | 10,927,518 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 290,233 | 3,398,631 | 634,368 | 10,672,717 | |||||||||||||||
Shares repurchased | (615,256 | ) | (8,101,762 | ) | (1,031,321 | ) | (17,781,041 | ) | |||||||||||
Net increase (decrease) | 2,025,770 | $ | 21,978,349 | 232,010 | $ | 3,819,194 |
33
GMO Emerging Countries Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
34
GMO Emerging Countries Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager,
35
GMO Emerging Countries Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
36
GMO Emerging Countries Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 though August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 1.15 | % | $ | 1,000.00 | $ | 833.50 | $ | 5.31 | |||||||||||
2) Hypothetical | 1.15 | % | $ | 1,000.00 | $ | 1,019.41 | $ | 5.85 | |||||||||||
Class M | |||||||||||||||||||
1) Actual | 1.46 | % | $ | 1,000.00 | $ | 832.00 | $ | 6.74 | |||||||||||
2) Hypothetical | 1.46 | % | $ | 1,000.00 | $ | 1,017.85 | $ | 7.43 |
* Expenses are calculated using each Class's annualized expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
37
GMO Global Growth Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Global Growth Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 97.9 | % | |||||
Short-Term Investments | 0.9 | ||||||
Preferred Stocks | 0.3 | ||||||
Forward Currency Contracts | 0.1 | ||||||
Other | 0.8 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
United States | 56.2 | % | |||||
United Kingdom | 9.1 | ||||||
Japan | 6.2 | ||||||
Canada | 5.6 | ||||||
France | 3.8 | ||||||
Germany | 3.6 | ||||||
Hong Kong | 2.9 | ||||||
Switzerland | 2.8 | ||||||
Finland | 1.9 | ||||||
Singapore | 1.7 | ||||||
Australia | 1.5 | ||||||
Denmark | 1.1 | ||||||
Spain | 1.1 | ||||||
Netherlands | 0.7 | ||||||
Norway | 0.7 | ||||||
Italy | 0.6 | ||||||
Sweden | 0.2 | ||||||
Austria | 0.1 | ||||||
Belgium | 0.1 | ||||||
Ireland | 0.1 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 16.9 | % | |||||
Energy | 16.8 | ||||||
Information Technology | 15.5 | ||||||
Industrials | 10.8 | ||||||
Consumer Staples | 9.9 | ||||||
Financials | 9.7 | ||||||
Materials | 8.3 | ||||||
Consumer Discretionary | 7.1 | ||||||
Utilities | 2.8 | ||||||
Telecommunication Services | 2.2 | ||||||
100.0 | % |
1
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 97.9% | |||||||||||||||
Australia — 1.5% | |||||||||||||||
3,511 | BHP Billiton Ltd | 123,312 | |||||||||||||
2,324 | CSL Ltd | 81,108 | |||||||||||||
827 | Rio Tinto Ltd | 89,666 | |||||||||||||
15,616 | Telstra Corp Ltd | 57,968 | |||||||||||||
2,728 | Woodside Petroleum Ltd | 146,529 | |||||||||||||
Total Australia | 498,583 | ||||||||||||||
Austria — 0.1% | |||||||||||||||
416 | OMV AG | 26,652 | |||||||||||||
Belgium — 0.1% | |||||||||||||||
2,924 | Fortis | 40,486 | |||||||||||||
Canada — 5.5% | |||||||||||||||
600 | Agnico-Eagle Mines Ltd | 34,442 | |||||||||||||
900 | Agrium Inc | 76,125 | |||||||||||||
1,700 | Bank of Nova Scotia | 78,532 | |||||||||||||
4,700 | Bombardier Inc Class B | 36,518 | |||||||||||||
700 | Canadian National Railway Co | 36,727 | |||||||||||||
1,700 | Canadian Natural Resources | 145,120 | |||||||||||||
1,700 | Canadian Pacific Railway Ltd | 103,716 | |||||||||||||
1,700 | EnCana Corp | 127,780 | |||||||||||||
1,700 | Goldcorp Inc | 57,830 | |||||||||||||
2,000 | Husky Energy Inc | 88,416 | |||||||||||||
800 | Imperial Oil Ltd | 41,145 | |||||||||||||
1,500 | Nexen Inc | 47,014 | |||||||||||||
1,100 | Petro-Canada | 48,639 | |||||||||||||
2,100 | Potash Corp of Saskatchewan Inc | 365,413 | |||||||||||||
3,000 | Research In Motion Ltd * | 365,521 | |||||||||||||
2,100 | Suncor Energy Inc | 120,249 | |||||||||||||
3,100 | Talisman Energy Inc | 54,800 | |||||||||||||
Total Canada | 1,827,987 |
See accompanying notes to the financial statements.
2
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Denmark — 1.1% | |||||||||||||||
800 | Danske Bank A/S | 22,512 | |||||||||||||
414 | FLSmidth & Co A/S | 33,193 | |||||||||||||
2,975 | Novo-Nordisk A/S Class B | 166,070 | |||||||||||||
1,100 | Vestas Wind Systems A/S * | 149,263 | |||||||||||||
Total Denmark | 371,038 | ||||||||||||||
Finland — 1.9% | |||||||||||||||
3,710 | Fortum Oyj | 152,280 | |||||||||||||
1,302 | Kone Oyj Class B | 40,325 | |||||||||||||
9,344 | Nokia Oyj | 233,950 | |||||||||||||
1,531 | Nokian Renkaat Oyj | 54,523 | |||||||||||||
4,225 | Sampo Oyj Class A | 106,290 | |||||||||||||
822 | Wartsila Oyj Class B | 47,207 | |||||||||||||
Total Finland | 634,575 | ||||||||||||||
France — 3.7% | |||||||||||||||
1,060 | Alstom | 107,677 | |||||||||||||
2,604 | Arcelor Mittal | 204,289 | |||||||||||||
2,278 | BNP Paribas | 204,348 | |||||||||||||
421 | GDF Suez | 24,236 | |||||||||||||
1,091 | Peugeot SA | 51,835 | |||||||||||||
5,675 | Sanofi-Aventis | 402,616 | |||||||||||||
641 | Societe Generale | 61,832 | |||||||||||||
394 | Suez Environnement SA * | 11,318 | |||||||||||||
2,528 | Total SA | 181,602 | |||||||||||||
Total France | 1,249,753 | ||||||||||||||
Germany — 3.2% | |||||||||||||||
1,325 | Altana AG | 21,118 | |||||||||||||
916 | BASF AG | 52,861 | |||||||||||||
1,008 | Deutsche Boerse AG | 94,481 | |||||||||||||
5,526 | E.ON AG | 322,150 | |||||||||||||
876 | K&S AG | 105,020 | |||||||||||||
358 | Linde AG | 44,921 | |||||||||||||
478 | MAN AG | 46,676 |
See accompanying notes to the financial statements.
3
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Germany — continued | |||||||||||||||
652 | Q-Cells AG * | 65,274 | |||||||||||||
635 | RWE AG | 68,388 | |||||||||||||
598 | Solarworld AG | 30,722 | |||||||||||||
574 | Volkswagen AG | 171,146 | |||||||||||||
192 | Wacker-Chemie AG | 35,113 | |||||||||||||
Total Germany | 1,057,870 | ||||||||||||||
Hong Kong — 2.9% | |||||||||||||||
7,000 | Cheung Kong Holdings Ltd | 99,498 | |||||||||||||
18,500 | CLP Holdings Ltd | 150,080 | |||||||||||||
8,600 | Esprit Holdings Ltd | 70,995 | |||||||||||||
24,000 | Hang Lung Properties Ltd | 75,968 | |||||||||||||
7,500 | Hang Seng Bank Ltd | 147,924 | |||||||||||||
41,800 | Hong Kong & China Gas | 93,786 | |||||||||||||
5,900 | Hong Kong Exchanges and Clearing Ltd | 76,213 | |||||||||||||
14,000 | Li & Fung Ltd | 42,571 | |||||||||||||
14,000 | New World Development Co Ltd | 21,249 | |||||||||||||
10,000 | Sun Hung Kai Properties Ltd | 136,355 | |||||||||||||
3,500 | Swire Pacific Ltd Class A | 34,960 | |||||||||||||
Total Hong Kong | 949,599 | ||||||||||||||
Ireland — 0.1% | |||||||||||||||
370 | Allied Irish Banks Plc | 4,663 | |||||||||||||
2,278 | Bank of Ireland | 18,261 | |||||||||||||
Total Ireland | 22,924 | ||||||||||||||
Italy — 0.6% | |||||||||||||||
6,456 | ENI SPA | 209,416 | |||||||||||||
Japan — 6.1% | |||||||||||||||
700 | Astellas Pharma Inc | 31,529 | |||||||||||||
1,400 | Daiichi Sankyo Co Ltd | 42,119 | |||||||||||||
700 | Daikin Industries Ltd | 23,596 | |||||||||||||
700 | Daito Trust Construction Co Ltd | 29,019 |
See accompanying notes to the financial statements.
4
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
1,100 | Fast Retailing Co Ltd | 111,030 | |||||||||||||
7,000 | Fuji Heavy Industries Ltd | 40,016 | |||||||||||||
8,000 | Honda Motor Co Ltd | 259,821 | |||||||||||||
700 | JFE Holdings Inc | 29,582 | |||||||||||||
6,000 | Marubeni Corp | 37,124 | |||||||||||||
4,000 | Matsushita Electric Industrial Co Ltd | 82,215 | |||||||||||||
2,600 | Mitsubishi Corp | 71,420 | |||||||||||||
3,000 | Mitsui & Co | 51,148 | |||||||||||||
5,000 | Mitsui OSK Lines Ltd | 59,260 | |||||||||||||
1,000 | Nikon Corp | 32,456 | |||||||||||||
500 | Nintendo Co Ltd | 234,730 | |||||||||||||
10,500 | Nippon Mining Holdings Inc | 58,323 | |||||||||||||
12,000 | Nippon Oil Corp | 74,843 | |||||||||||||
5,000 | Nippon Yusen KK | 39,901 | |||||||||||||
13,300 | Nissan Motor Co | 101,028 | |||||||||||||
15,000 | Osaka Gas Co Ltd | 54,575 | |||||||||||||
6,600 | Seven & I Holdings Co Ltd | 192,242 | |||||||||||||
2,500 | Shin-Etsu Chemical Co Ltd | 139,076 | |||||||||||||
2,800 | SUMCO Corp | 55,470 | |||||||||||||
2,400 | Takeda Pharmaceutical Co Ltd | 125,377 | |||||||||||||
1,000 | Tokio Marine Holdings Inc | 33,917 | |||||||||||||
4,000 | TonenGeneral Sekiyu KK | 32,185 | |||||||||||||
Total Japan | 2,042,002 | ||||||||||||||
Netherlands — 0.6% | |||||||||||||||
137 | Heineken NV | 6,423 | |||||||||||||
6,658 | ING Groep NV | 207,425 | |||||||||||||
Total Netherlands | 213,848 | ||||||||||||||
Norway — 0.7% | |||||||||||||||
7,588 | StatoilHydro ASA | 232,765 | |||||||||||||
Singapore — 1.7% | |||||||||||||||
1,000 | Capitaland Ltd | 3,054 | |||||||||||||
1,000 | City Developments Ltd | 7,254 |
See accompanying notes to the financial statements.
5
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Singapore — continued | |||||||||||||||
11,000 | Cosco Corp | 17,582 | |||||||||||||
9,000 | Keppel Corp Ltd | 62,501 | |||||||||||||
4,000 | Oversea-Chinese Banking Corp | 22,667 | |||||||||||||
6,800 | Singapore Airlines Ltd | 72,721 | |||||||||||||
11,000 | Singapore Exchange Ltd | 48,574 | |||||||||||||
43,000 | Singapore Technologies Engineering Ltd | 84,941 | |||||||||||||
94,320 | Singapore Telecommunications | 232,790 | |||||||||||||
1,000 | United Overseas Bank Ltd | 13,310 | |||||||||||||
Total Singapore | 565,394 | ||||||||||||||
Spain — 1.0% | |||||||||||||||
1,239 | Gas Natural SDG SA | 57,400 | |||||||||||||
1,242 | Repsol YPF SA | 38,416 | |||||||||||||
9,998 | Telefonica SA | 247,036 | |||||||||||||
Total Spain | 342,852 | ||||||||||||||
Sweden — 0.2% | |||||||||||||||
1,900 | Alfa Laval AB | 25,929 | |||||||||||||
1,700 | Swedbank AB | 29,874 | |||||||||||||
Total Sweden | 55,803 | ||||||||||||||
Switzerland — 2.8% | |||||||||||||||
6,440 | ABB Ltd * | 157,959 | |||||||||||||
1,400 | Alcon Inc | 238,406 | |||||||||||||
1,780 | Nestle SA (Registered) | 78,426 | |||||||||||||
7,319 | Novartis AG (Registered) | 407,731 | |||||||||||||
172 | Syngenta AG (Registered) | 46,149 | |||||||||||||
Total Switzerland | 928,671 | ||||||||||||||
United Kingdom — 8.9% | |||||||||||||||
5,245 | AstraZeneca Plc | 255,704 | |||||||||||||
6,762 | BAE Systems Plc | 59,016 | |||||||||||||
23,755 | Barclays Plc | 152,007 |
See accompanying notes to the financial statements.
6
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
16,624 | BG Group Plc | 368,743 | |||||||||||||
2,634 | BHP Billiton Plc | 82,038 | |||||||||||||
16,822 | BP Plc | 161,685 | |||||||||||||
4,485 | British American Tobacco Plc | 151,522 | |||||||||||||
700 | Cairn Energy Plc * | 37,872 | |||||||||||||
6,214 | GlaxoSmithKline Plc | 146,220 | |||||||||||||
24,460 | HBOS Plc | 140,007 | |||||||||||||
2,255 | Imperial Tobacco Group Plc | 74,349 | |||||||||||||
1,622 | Next Plc | 31,297 | |||||||||||||
29,796 | Old Mutual Plc | 52,695 | |||||||||||||
1,178 | Reckitt Benckiser Group Plc | 59,553 | |||||||||||||
2,177 | Rio Tinto Plc | 206,660 | |||||||||||||
100,957 | Royal Bank of Scotland Group | 429,378 | |||||||||||||
2,926 | Royal Dutch Shell Plc A Shares (London) | 102,256 | |||||||||||||
1,595 | SABMiller Breweries Plc | 34,261 | |||||||||||||
2,715 | Unilever Plc | 72,822 | |||||||||||||
1,390 | Vedanta Resources Plc | 45,895 | |||||||||||||
68,742 | Vodafone Group Inc | 175,667 | |||||||||||||
12,410 | William Morrison Supermarkets Plc | 63,709 | |||||||||||||
1,316 | Xstrata Plc | 73,371 | |||||||||||||
Total United Kingdom | 2,976,727 | ||||||||||||||
United States — 55.2% | |||||||||||||||
5,200 | 3M Co. | 372,320 | |||||||||||||
6,400 | Abbott Laboratories | 367,552 | |||||||||||||
1,800 | Accenture Ltd. | 74,448 | |||||||||||||
800 | ACE Ltd. | 42,088 | |||||||||||||
1,000 | Adobe Systems, Inc. * | 42,830 | |||||||||||||
1,000 | Aetna, Inc. | 43,140 | |||||||||||||
2,200 | Aflac, Inc. | 124,740 | |||||||||||||
500 | Air Products & Chemicals, Inc. | 45,925 | |||||||||||||
1,800 | Altera Corp. | 40,752 | |||||||||||||
1,200 | Amazon.com, Inc. * | 96,972 | |||||||||||||
1,700 | Anadarko Petroleum Corp. | 104,941 | |||||||||||||
1,100 | Apache Corp. | 125,818 |
See accompanying notes to the financial statements.
7
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
3,100 | Apple, Inc. * | 525,543 | |||||||||||||
1,900 | Archer-Daniels-Midland Co. | 48,374 | |||||||||||||
700 | Assurant, Inc. | 40,901 | |||||||||||||
700 | Autodesk, Inc. * | 24,871 | |||||||||||||
4,200 | Automatic Data Processing, Inc. | 186,396 | |||||||||||||
1,500 | Avon Products, Inc. | 64,245 | |||||||||||||
2,100 | Bank of New York Mellon Corp. (The) | 72,681 | |||||||||||||
900 | Bard (C.R.), Inc. | 84,105 | |||||||||||||
4,000 | Baxter International, Inc. | 271,040 | |||||||||||||
2,100 | Becton, Dickinson & Co. | 183,498 | |||||||||||||
400 | BlackRock, Inc. | 86,900 | |||||||||||||
700 | Bunge Ltd. | 62,552 | |||||||||||||
1,500 | CA, Inc. | 35,865 | |||||||||||||
700 | Cardinal Health, Inc. | 38,486 | |||||||||||||
1,500 | CH Robinson Worldwide, Inc. | 78,165 | |||||||||||||
1,700 | Chesapeake Energy Corp. | 82,280 | |||||||||||||
3,000 | Chevron Corp. | 258,960 | |||||||||||||
1,000 | Chubb Corp. | 48,010 | |||||||||||||
1,500 | Citrix Systems, Inc. * | 45,405 | |||||||||||||
200 | CME Group, Inc. | 67,076 | |||||||||||||
2,600 | Coach, Inc. * | 75,374 | |||||||||||||
7,900 | Coca-Cola Co. (The) | 411,353 | |||||||||||||
1,500 | Coca-Cola Enterprises, Inc. | 25,605 | |||||||||||||
2,000 | Cognizant Technology Solutions Corp.-Class A * | 58,640 | |||||||||||||
1,200 | Colgate-Palmolive Co. | 91,236 | |||||||||||||
800 | ConocoPhillips | 66,008 | |||||||||||||
600 | Consol Energy, Inc. | 40,626 | |||||||||||||
4,800 | Corning, Inc. | 98,592 | |||||||||||||
700 | CSX Corp. | 45,276 | |||||||||||||
1,300 | CVS Caremark Corp. | 47,580 | |||||||||||||
700 | Danaher Corp. | 57,099 | |||||||||||||
1,500 | Deere & Co. | 105,855 | |||||||||||||
2,900 | Dell, Inc. * | 63,017 | |||||||||||||
1,300 | Devon Energy Corp. | 132,665 |
See accompanying notes to the financial statements.
8
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
600 | Diamond Offshore Drilling, Inc. | 65,946 | |||||||||||||
3,400 | eBay, Inc. * | 84,762 | |||||||||||||
2,200 | Ecolab, Inc. | 100,628 | |||||||||||||
5,200 | EMC Corp. * | 79,456 | |||||||||||||
700 | Emerson Electric Co. | 32,760 | |||||||||||||
1,300 | EOG Resources, Inc. | 135,746 | |||||||||||||
700 | Equity Residential REIT | 29,540 | |||||||||||||
1,900 | Expeditors International of Washington, Inc. | 68,571 | |||||||||||||
1,000 | Express Scripts, Inc. * | 73,410 | |||||||||||||
9,100 | Exxon Mobil Corp. | 728,091 | |||||||||||||
1,000 | Fastenal Co. | 51,930 | |||||||||||||
300 | First Solar, Inc. * | 82,995 | |||||||||||||
400 | Fluor Corp. | 32,052 | |||||||||||||
2,900 | Forest Laboratories, Inc. * | 103,501 | |||||||||||||
700 | Freeport-McMoRan Copper & Gold, Inc. | 62,524 | |||||||||||||
700 | GameStop Corp.-Class A * | 30,709 | |||||||||||||
2,600 | Gap (The), Inc. | 50,570 | |||||||||||||
600 | Genentech, Inc. * | 59,250 | |||||||||||||
2,100 | General Dynamics Corp. | 193,830 | |||||||||||||
1,700 | Gilead Sciences, Inc. * | 89,556 | |||||||||||||
1,000 | Google, Inc.-Class A * | 463,290 | |||||||||||||
800 | Halliburton Co. | 35,152 | |||||||||||||
1,900 | Harley-Davidson, Inc. | 75,582 | |||||||||||||
1,100 | Hess Corp. | 115,181 | |||||||||||||
7,100 | Hewlett-Packard Co. | 333,132 | |||||||||||||
1,000 | Honeywell International, Inc. | 50,170 | |||||||||||||
3,400 | Hudson City Bancorp, Inc. | 62,696 | |||||||||||||
2,000 | Illinois Tool Works, Inc. | 99,220 | |||||||||||||
4,900 | Intel Corp. | 112,063 | |||||||||||||
3,200 | International Business Machines Corp. | 389,536 | |||||||||||||
100 | Intuitive Surgical, Inc. * | 29,527 | |||||||||||||
400 | Jacobs Engineering Group, Inc. * | 29,528 | |||||||||||||
19,200 | Johnson & Johnson | 1,352,256 | |||||||||||||
1,400 | Juniper Networks, Inc. * | 35,980 |
See accompanying notes to the financial statements.
9
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
700 | Lockheed Martin Corp. | 81,508 | |||||||||||||
500 | Mastercard, Inc.-Class A | 121,275 | |||||||||||||
2,200 | Mattel Co. | 42,526 | |||||||||||||
4,600 | McDonald's Corp. | 285,200 | |||||||||||||
2,100 | McGraw-Hill Cos. (The), Inc. | 89,964 | |||||||||||||
500 | McKesson Corp. | 28,890 | |||||||||||||
2,000 | Medco Health Solutions, Inc. * | 93,700 | |||||||||||||
4,100 | Medtronic, Inc. | 223,860 | |||||||||||||
900 | MEMC Electronic Materials, Inc. * | 44,181 | |||||||||||||
7,600 | Merck & Co., Inc. | 271,092 | |||||||||||||
27,300 | Microsoft Corp. | 745,017 | |||||||||||||
700 | Molson Coors Brewing Co.-Class B | 33,355 | |||||||||||||
2,900 | Monsanto Co. | 331,325 | |||||||||||||
1,400 | Mosaic Co. (The) | 149,436 | |||||||||||||
700 | Murphy Oil Corp. | 54,971 | |||||||||||||
1,100 | Nabors Industries Ltd * | 39,160 | |||||||||||||
1,500 | National Oilwell Varco, Inc. * | 110,595 | |||||||||||||
3,100 | Nike, Inc.-Class B | 187,891 | |||||||||||||
700 | Noble Corp. | 35,203 | |||||||||||||
600 | Noble Energy Inc. | 43,038 | |||||||||||||
900 | Northern Trust Corp. | 72,351 | |||||||||||||
1,000 | Nucor Corp. | 52,500 | |||||||||||||
4,600 | Occidental Petroleum Corp. | 365,056 | |||||||||||||
12,200 | Oracle Corp. * | 267,546 | |||||||||||||
4,400 | Paychex, Inc. | 149,952 | |||||||||||||
600 | Peabody Energy Corp. | 37,770 | |||||||||||||
11,700 | PepsiCo, Inc. | 801,216 | |||||||||||||
900 | Praxair, Inc. | 80,856 | |||||||||||||
1,400 | Procter & Gamble Co. (The) | 97,678 | |||||||||||||
700 | Raytheon Co. | 41,993 | |||||||||||||
1,100 | Rockwell Collins, Inc. | 57,849 | |||||||||||||
1,900 | Schlumberger Ltd. | 179,018 | |||||||||||||
700 | Sigma-Aldrich Corp. | 39,732 | |||||||||||||
800 | Smith International, Inc. | 55,760 |
See accompanying notes to the financial statements.
10
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United States — continued | |||||||||||||||
1,200 | Southern Copper Corp. | 30,636 | |||||||||||||
600 | SPX Corp. | 71,550 | |||||||||||||
1,100 | St. Jude Medical, Inc. * | 50,413 | |||||||||||||
1,400 | State Street Corp. | 94,738 | |||||||||||||
3,200 | Stryker Corp. | 215,008 | |||||||||||||
3,600 | Symantec Corp. * | 80,316 | |||||||||||||
5,400 | Sysco Corp. | 171,882 | |||||||||||||
2,100 | TD Ameritrade Holding Corp. * | 42,903 | |||||||||||||
1,000 | Thermo Fisher Scientific, Inc. * | 60,560 | |||||||||||||
2,200 | TJX Cos. (The), Inc. | 79,728 | |||||||||||||
1,169 | Transocean, Inc. * | 148,697 | |||||||||||||
1,800 | Tyco Electronics Ltd. | 59,238 | |||||||||||||
500 | Union Pacific Corp. | 41,950 | |||||||||||||
3,400 | United Parcel Service, Inc.-Class B | 218,008 | |||||||||||||
4,000 | United Technologies Corp. | 262,360 | |||||||||||||
600 | VF Corp. | 47,550 | |||||||||||||
10,000 | Wal-Mart Stores, Inc. | 590,700 | |||||||||||||
1,700 | Walgreen Co. | 61,931 | |||||||||||||
3,100 | Walt Disney Co. (The) | 100,285 | |||||||||||||
2,000 | Weatherford International Ltd. * | 77,160 | |||||||||||||
1,600 | Western Union Co. | 44,192 | |||||||||||||
2,400 | XTO Energy, Inc. | 120,984 | |||||||||||||
Total United States | 18,427,198 | ||||||||||||||
TOTAL COMMON STOCKS (COST $34,355,706) | 32,674,143 | ||||||||||||||
PREFERRED STOCKS — 0.3% | |||||||||||||||
Germany — 0.3% | |||||||||||||||
675 | Volkswagen AG 1.73% | 104,049 | |||||||||||||
TOTAL PREFERRED STOCKS (COST $92,768) | 104,049 |
See accompanying notes to the financial statements.
11
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
SHORT-TERM INVESTMENTS — 0.9% | |||||||||||||||
300,000 | Royal Bank of Scotland Time Deposit, 2.30%, due 09/02/08 | 300,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $300,000) | 300,000 | ||||||||||||||
TOTAL INVESTMENTS — 99.1% (Cost $34,748,474) | 33,078,192 | ||||||||||||||
Other Assets and Liabilities (net) — 0.9% | 304,261 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 33,382,453 |
See accompanying notes to the financial statements.
12
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | AUD | 126,521 | $ | 107,611 | $ | (6,110 | ) | ||||||||||||
11/21/08 | CAD | 503,021 | 473,336 | (1,275 | ) | ||||||||||||||
11/21/08 | CHF | 1,616,031 | 1,468,745 | (2,152 | ) | ||||||||||||||
11/21/08 | DKK | 449,493 | 88,029 | (4,336 | ) | ||||||||||||||
11/21/08 | EUR | 271,110 | 396,061 | (19,653 | ) | ||||||||||||||
11/21/08 | JPY | 174,682,297 | 1,612,438 | 19,711 | |||||||||||||||
11/21/08 | JPY | 174,682,297 | 1,612,438 | 20,391 | |||||||||||||||
11/21/08 | NZD | 89,533 | 61,941 | (792 | ) | ||||||||||||||
11/21/08 | SEK | 6,226,739 | 960,614 | (14,377 | ) | ||||||||||||||
$ | 6,781,213 | $ | (8,593 | ) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 629,544 | $ | 535,453 | $ | 7,894 | |||||||||||||
11/21/08 | CAD | 351,763 | 331,004 | 4,503 | |||||||||||||||
11/21/08 | CHF | 113,184 | 102,868 | 4,030 | |||||||||||||||
11/21/08 | DKK | 1,975,842 | 386,949 | 591 | |||||||||||||||
11/21/08 | EUR | 738,818 | 1,079,328 | 2,139 | |||||||||||||||
11/21/08 | GBP | 677,386 | 1,227,675 | 28,348 | |||||||||||||||
11/21/08 | HKD | 1,082,641 | 138,927 | (127 | ) | ||||||||||||||
11/21/08 | NOK | 1,308,703 | 239,430 | (144 | ) | ||||||||||||||
11/21/08 | SGD | 49,049 | 34,729 | 93 | |||||||||||||||
$ | 4,076,363 | $ | 47,327 |
See accompanying notes to the financial statements.
13
GMO Global Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
REIT - Real Estate Investment Trust
* Non income-producing security.
As of August 31, 2008, 36.76% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
See accompanying notes to the financial statements.
14
GMO Global Growth Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $34,748,474) (Note 2) | $ | 33,078,192 | |||||
Cash | 39,954 | ||||||
Foreign currency, at value (cost $214,152) (Note 2) | 213,184 | ||||||
Receivable for Fund shares sold | 415 | ||||||
Dividends and interest receivable | 63,519 | ||||||
Foreign taxes receivable | 7,411 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 87,700 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 25,513 | ||||||
Total assets | 33,515,888 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 12,779 | ||||||
Shareholder service fee | 4,260 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 132 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 48,966 | ||||||
Accrued expenses | 67,298 | ||||||
Total liabilities | 133,435 | ||||||
Net assets | $ | 33,382,453 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 35,327,159 | |||||
Accumulated undistributed net investment income | 321,328 | ||||||
Accumulated net realized loss | (633,109 | ) | |||||
Net unrealized depreciation | (1,632,925 | ) | |||||
$ | 33,382,453 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 33,382,453 | |||||
Shares outstanding: | |||||||
Class III | 1,459,186 | ||||||
Net asset value per share: | |||||||
Class III | $ | 22.88 |
See accompanying notes to the financial statements.
15
GMO Global Growth Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $37,478) | $ | 501,502 | |||||
Securities lending income | 8,747 | ||||||
Interest | 6,568 | ||||||
Total investment income | 516,817 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 81,966 | ||||||
Shareholder service fee – Class III (Note 3) | 26,531 | ||||||
Custodian and fund accounting agent fees | 79,120 | ||||||
Transfer agent fees | 13,984 | ||||||
Audit and tax fees | 36,984 | ||||||
Legal fees | 368 | ||||||
Trustees fees and related expenses (Note 3) | 225 | ||||||
Registration fees | 92 | ||||||
Miscellaneous | 460 | ||||||
Total expenses | 239,730 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (130,916 | ) | |||||
Expense reductions (Note 2) | (2,532 | ) | |||||
Net expenses | 106,282 | ||||||
Net investment income (loss) | 410,535 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (245,960 | ) | |||||
Closed futures contracts | (7 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (251,503 | ) | |||||
Net realized gain (loss) | (497,470 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (999,353 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (42,595 | ) | |||||
Net unrealized gain (loss) | (1,041,948 | ) | |||||
Net realized and unrealized gain (loss) | (1,539,418 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (1,128,883 | ) |
See accompanying notes to the financial statements.
16
GMO Global Growth Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 410,535 | $ | 267,831 | |||||||
Net realized gain (loss) | (497,470 | ) | 10,165,594 | ||||||||
Change in net unrealized appreciation (depreciation) | (1,041,948 | ) | (12,289,738 | ) | |||||||
Net increase (decrease) in net assets from operations | (1,128,883 | ) | (1,856,313 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (576,031 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (245,432 | ) | (1,987,132 | ) | |||||||
(245,432 | ) | (2,563,163 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 238,169 | (31,353,712 | ) | ||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 25 | 67,093 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 238,194 | (31,286,619 | ) | ||||||||
Total increase (decrease) in net assets | (1,136,121 | ) | (35,706,095 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 34,518,574 | 70,224,669 | |||||||||
End of period (including accumulated undistributed net investment income of $321,328 and distributions in excess of net investment income of $89,207, respectively) | $ | 33,382,453 | $ | 34,518,574 |
See accompanying notes to the financial statements.
17
GMO Global Growth Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005(a) | |||||||||||||||||||
Net assets value, beginning of period | $ | 23.82 | $ | 24.59 | $ | 25.13 | $ | 22.67 | $ | 20.00 | |||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||
Net investment income (loss)† | 0.28 | 0.40 | 0.31 | 0.33 | 0.15 | ||||||||||||||||||
Net realized and unrealized gain (loss) | (1.05 | ) | 0.45 | (b) | 2.56 | 2.72 | 2.79 | ||||||||||||||||
Total from investment operations | (0.77 | ) | 0.85 | 2.87 | 3.05 | 2.94 | |||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||
From net investment income | — | (0.49 | ) | (0.17 | ) | (0.10 | ) | (0.27 | ) | ||||||||||||||
From net realized gains | (0.17 | ) | (1.13 | ) | (3.24 | ) | (0.49 | ) | — | ||||||||||||||
Total distributions | (0.17 | ) | (1.62 | ) | (3.41 | ) | (0.59 | ) | (0.27 | ) | |||||||||||||
Net asset value, end of period | $ | 22.88 | $ | 23.82 | $ | 24.59 | $ | 25.13 | $ | 22.67 | |||||||||||||
Total Return(c) | (3.24 | )%** | 3.10 | % | 12.45 | % | 13.61 | % | 14.72 | %** | |||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||
Net assets, end of period (000's) | $ | 33,382 | $ | 34,519 | $ | 70,225 | $ | 52,195 | $ | 57,960 | |||||||||||||
Net expenses to average daily net assets | 0.62 | %*(d) | 0.62 | %(d) | 0.62 | % | 0.62 | % | 0.62 | %* | |||||||||||||
Net investment income to average daily net assets | 2.32 | %* | 1.58 | % | 1.27 | % | 1.40 | % | 1.17 | %* | |||||||||||||
Portfolio turnover rate | 29 | %** | 158 | % | 43 | % | 53 | % | 40 | %** | |||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.74 | %* | 1.37 | % | 0.37 | % | 0.34 | % | 0.51 | %* | |||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (e) | $ | 0.10 | $ | 0.01 | $ | 0.02 | — | (f) |
(a) Period from July 20, 2004 (commencement of operations) through February 28, 2005.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(e) Purchase premiums and redemption fees were less than $0.01 per share.
(f) For the period ended February 28, 2005, the Fund received no purchase premiums or redemption fees.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
18
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Global Growth Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the S&P/Citigroup Primary Market Index ("PMI") World Growth Index. The Fund typically makes equity investments in companies from the world's developed countries, including the U.S.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
19
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 20,804,908 | $ | 213,184 | |||||||
Level 2 - Other Significant Observable Inputs | 12,273,284 | 87,700 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 33,078,192 | $ | 300,884 |
* Other financial instruments include foreign currency and forward currency contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | (48,966 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (48,966 | ) |
** Other financial instruments include forward currency contracts.
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
20
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying
21
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the
22
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
23
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. The Fund had no securities on loan at Aug ust 31, 2008.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
24
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $52,121.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 34,748,474 | $ | 1,447,030 | $ | (3,117,312 | ) | $ | (1,670,282 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the
25
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchase and redemption of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.25% of the amount invested or redeemed. An additional purchase premium and redemption fee of 0.005% is charged for any purchases/redemptions (or any portion of a purchase/redemption) effected in a currency other than the U.S. dollar. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in-capital. The Manager will waive the purchase premium relating to the in- kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
26
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
3. Fees and other transactions with affiliates
Effective June 30, 2008, GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.45% of average daily net assets. For the period from March 1, 2008 through June 29, 2008, the management fee rate was 0.47% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.45% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $225 and $92, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $9,880,370 and $9,813,543, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
27
GMO Global Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, 99.60% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.03% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 0.23% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 59 | $ | 1,415 | 920,964 | $ | 23,778,708 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 10,626 | 245,346 | 102,111 | 2,562,902 | |||||||||||||||
Shares repurchased | (379 | ) | (8,592 | ) | (2,430,110 | ) | (57,695,322 | ) | |||||||||||
Purchase premiums | — | 4 | — | 59,409 | |||||||||||||||
Redemption fees | — | 21 | — | 7,684 | |||||||||||||||
Net increase (decrease) | 10,306 | $ | 238,194 | (1,407,035 | ) | $ | (31,286,619 | ) |
8. Subsequent event
Subsequent to August 31, 2008, the Fund received redemption requests in the amount of $19,265,238.
28
GMO Global Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall comp etence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement, including the fact that the fees payable under the agreement were being reduced in connection with the renewal of the agreement. The Trustees considered information prepared by third-party
29
GMO Global Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager,
30
GMO Global Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
31
GMO Global Growth Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.62 | % | $ | 1,000.00 | $ | 967.60 | $ | 3.07 | |||||||||||
2) Hypothetical | 0.62 | % | $ | 1,000.00 | $ | 1,022.08 | $ | 3.16 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
32
GMO Taiwan Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
GMO Taiwan Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 90.7 | % | |||||
Short-Term Investments | 7.3 | ||||||
Other | 2.0 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Information Technology | 55.1 | % | |||||
Materials | 16.7 | ||||||
Financials | 15.8 | ||||||
Telecommunication Services | 8.4 | ||||||
Industrials | 2.9 | ||||||
Consumer Discretionary | 1.1 | ||||||
Energy | 0.0 | ||||||
Consumer Staples | 0.0 | ||||||
100.0 | % |
1
GMO Taiwan Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 90.7% | |||||||||||||||
Taiwan — 90.7% | |||||||||||||||
6,968 | Altek Corp | 8,918 | |||||||||||||
9,000 | Arima Computer Corp * | 1,400 | |||||||||||||
2,538,599 | Asustek Computer Inc | 5,836,186 | |||||||||||||
2,282,344 | AU Optronics Corp | 2,709,757 | |||||||||||||
3,607,394 | Chi Mei Optoelectronics Corp | 3,029,774 | |||||||||||||
6,976,000 | China Bills Finance Corp * | 1,388,498 | |||||||||||||
6,012,806 | China Development Financial Holding Corp | 1,895,088 | |||||||||||||
4,530 | China Motor Corp | 2,644 | |||||||||||||
7,522,688 | China Steel Corp | 9,207,648 | |||||||||||||
4,409,000 | Chinatrust Financial Holding Co Ltd | 2,836,828 | |||||||||||||
7,000 | Chunghwa Picture Tubes Ltd | 1,463 | |||||||||||||
3,147,620 | Chunghwa Telecom Co Ltd | 7,803,099 | |||||||||||||
5,405 | Chunghwa Telecom Co Ltd ADR * | 133,720 | |||||||||||||
2,704,831 | Compal Electronics Inc | 2,426,363 | |||||||||||||
5,700 | Continental Engineering Corp | 2,576 | |||||||||||||
1,874 | D-Link Corp | 2,258 | |||||||||||||
448,420 | Delta Electronics Inc | 1,201,064 | |||||||||||||
369,965 | DFI Inc | 804,887 | |||||||||||||
1,707,518 | Dimerco Express Taiwan Corp | 1,656,863 | |||||||||||||
6,767 | Elite Semiconductor Memory Technology Inc | 8,398 | |||||||||||||
831,382 | Far Eastern Department Stores Ltd | 609,378 | |||||||||||||
1,359,685 | Far Eastern Textile Co Ltd | 1,247,247 | |||||||||||||
1,240,507 | Far Eastone Telecommunications Co Ltd | 1,803,994 | |||||||||||||
4,507,448 | First Financial Holding Co Ltd | 3,402,925 | |||||||||||||
1,463,169 | Formosa Chemicals & Fibre Co | 2,512,523 | |||||||||||||
19,077 | Formosa Petrochemical Corp | 45,848 | |||||||||||||
1,640,424 | Formosa Plastics Corp | 3,196,616 | |||||||||||||
2,791,000 | Fubon Financial Holding Co Ltd | 2,350,677 | |||||||||||||
2,000 | Gigabyte Technology Co Ltd | 1,387 | |||||||||||||
45,430 | Gloria Material Technology Corp | 46,735 | |||||||||||||
242,254 | High Tech Computer Corp | 4,488,685 |
See accompanying notes to the financial statements.
2
GMO Taiwan Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Taiwan — continued | |||||||||||||||
2,744,553 | Hon Hai Precision Industry Co Ltd | 13,768,148 | |||||||||||||
1,000 | Hotai Motor Company Ltd | 2,512 | |||||||||||||
2,882 | Innolux Display Corp | 4,685 | |||||||||||||
2,314,680 | KGI Securities Co Ltd | 1,153,024 | |||||||||||||
25,594 | Kinpo Electronics | 7,109 | |||||||||||||
1,378,588 | Les Enphants Co Ltd | 993,901 | |||||||||||||
2,483,407 | Lite-On Technology Corp | 2,439,815 | |||||||||||||
609,826 | MediaTek Inc | 7,002,401 | |||||||||||||
7,356,000 | Mega Financial Holdings Co Ltd | 4,625,454 | |||||||||||||
5,250 | Mercuries & Associates Ltd | 2,145 | |||||||||||||
1,079 | Micro-Star International Co Ltd | 749 | |||||||||||||
810 | Mosel Vitelic Inc * | 523 | |||||||||||||
1,755,000 | Nan Ya Plastics Corp | 2,745,597 | |||||||||||||
1,000 | Nien Hsing Textile Co Ltd | 383 | |||||||||||||
481,164 | Novatek Microelectronics Corp Ltd | 1,033,316 | |||||||||||||
9,109 | Oriental Union Chemical | 6,641 | |||||||||||||
156,219 | Powertech Technology Inc | 484,320 | |||||||||||||
17,000 | Prodisc Technology Inc * | 803 | |||||||||||||
170 | Promos Technologies Inc * | 23 | |||||||||||||
10,800 | Qisda Corp | 5,437 | |||||||||||||
2,709 | Quanta Computer Inc | 4,071 | |||||||||||||
310,365 | Richtek Technology Corp | 2,556,905 | |||||||||||||
14,802 | Sampo Corp * | 2,148 | |||||||||||||
2,521 | Shinkong Synthetic Fibers * | 601 | |||||||||||||
2,516,885 | Siliconware Precision Industries Co | 3,441,655 | |||||||||||||
206 | Sino American Silicon Products Inc | 930 | |||||||||||||
2,670 | Systex Corp | 2,255 | |||||||||||||
3,745,607 | Taiwan Cement Corp | 3,660,904 | |||||||||||||
765,000 | Taiwan Fertilizer Co Ltd | 2,353,359 | |||||||||||||
1,203,539 | Taiwan Mobile Co Ltd | 2,151,728 | |||||||||||||
13,242,567 | Taiwan Semiconductor Manufacturing Co Ltd | 24,390,585 | |||||||||||||
85,547 | Taiwan Semiconductor Manufacturing Co Ltd Sponsored ADR | 830,661 | |||||||||||||
3,108 | Transcend Information Inc | 8,087 |
See accompanying notes to the financial statements.
3
GMO Taiwan Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
Taiwan — continued | |||||||||||||||
9,889 | Tsann Kuen Enterprises Co Ltd | 8,027 | |||||||||||||
2,409 | TXC Corp | 3,904 | |||||||||||||
470,000 | U-Ming Marine Transport Corp | 1,238,906 | |||||||||||||
5,250 | Uni-President Enterprises Corp | 5,646 | |||||||||||||
998,789 | Unimicron Technology Corp | 1,109,198 | |||||||||||||
16,000 | USI Corp | 7,288 | |||||||||||||
9,760 | Wan Hai Lines Ltd | 5,286 | |||||||||||||
5,235,620 | Waterland Financial Holdings | 1,504,398 | |||||||||||||
1,444,000 | Wintek Corp | 899,036 | |||||||||||||
16,786 | Wistron Corp | 24,304 | |||||||||||||
2,968,195 | Ya Hsin Industrial Co Ltd * (a) (b) | 941 | |||||||||||||
14,716 | Yang Ming Marine Transport | 7,142 | |||||||||||||
2,938 | Yieh Phui Enterprise | 1,179 | |||||||||||||
5,898,000 | Yuanta Financial Holding Co Ltd | 3,370,377 | |||||||||||||
2,000 | Yungtay Engineering Co Ltd | 1,114 | |||||||||||||
Total Taiwan | 142,531,068 | ||||||||||||||
TOTAL COMMON STOCKS (COST $168,687,769) | 142,531,068 | ||||||||||||||
SHORT-TERM INVESTMENTS — 7.3% | |||||||||||||||
2,500,000 | HSBC Time Deposit, 2.15%, due 09/02/08 | 2,500,000 | |||||||||||||
9,000,000 | ING Bank Time Deposit, 2.25%, due 09/02/08 | 9,000,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $11,500,000) | 11,500,000 | ||||||||||||||
TOTAL INVESTMENTS — 98.0% (Cost $180,187,769) | 154,031,068 | ||||||||||||||
Other Assets and Liabilities (net) — 2.0% | 3,204,513 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 157,235,581 |
See accompanying notes to the financial statements.
4
GMO Taiwan Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
ADR - American Depositary Receipt
* Non income-producing security.
(a) Bankrupt issuer.
(b) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
As of August 31, 2008, 90.03% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
5
GMO Taiwan Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $180,187,769) (Note 2) | $ | 154,031,068 | |||||
Cash | 74,559 | ||||||
Foreign currency, at value (cost $2,387,480) (Note 2) | 2,379,500 | ||||||
Receivable for investments sold | 950,872 | ||||||
Dividends and interest receivable | 1,163,625 | ||||||
Total assets | 158,599,624 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 951,233 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 110,803 | ||||||
Shareholder service fee | 20,520 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 453 | ||||||
Accrued expenses | 281,034 | ||||||
Total liabilities | 1,364,043 | ||||||
Net assets | $ | 157,235,581 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 179,242,883 | |||||
Accumulated undistributed net investment income | 5,233,524 | ||||||
Accumulated net realized loss | (1,038,105 | ) | |||||
Net unrealized depreciation | (26,202,721 | ) | |||||
$ | 157,235,581 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 157,235,581 | |||||
Shares outstanding: | |||||||
Class III | 8,616,029 | ||||||
Net asset value per share: | |||||||
Class III | $ | 18.25 |
See accompanying notes to the financial statements.
6
GMO Taiwan Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $1,676,900) | $ | 6,727,605 | |||||
Interest | 48,819 | ||||||
Total investment income | 6,776,424 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 852,257 | ||||||
Shareholder service fee – Class III (Note 3) | 157,825 | ||||||
Custodian and fund accounting agent fees | 340,492 | ||||||
Transfer agent fees | 13,800 | ||||||
Audit and tax fees | 38,916 | ||||||
Legal fees | 2,576 | ||||||
Trustees fees and related expenses (Note 3) | 1,180 | ||||||
Miscellaneous | 1,840 | ||||||
Total expenses | 1,408,886 | ||||||
Expense reductions (Note 2) | (679 | ) | |||||
Net expenses | 1,408,207 | ||||||
Net investment income (loss) | 5,368,217 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 681,516 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (238,188 | ) | |||||
Net realized gain (loss) | 443,328 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (36,378,663 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (73,931 | ) | |||||
Net unrealized gain (loss) | (36,452,594 | ) | |||||
Net realized and unrealized gain (loss) | (36,009,266 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (30,641,049 | ) |
See accompanying notes to the financial statements.
7
GMO Taiwan Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 5,368,217 | $ | 5,859,879 | |||||||
Net realized gain (loss) | 443,328 | 59,520,538 | |||||||||
Change in net unrealized appreciation (depreciation) | (36,452,594 | ) | (38,936,381 | ) | |||||||
Net increase (decrease) in net assets from operations | (30,641,049 | ) | 26,444,036 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (6,074,310 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (7,935,155 | ) | (75,886,885 | ) | |||||||
(7,935,155 | ) | (81,961,195 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (24,694,177 | ) | (41,624,038 | ) | |||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 146,832 | 613,631 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | (24,547,345 | ) | (41,010,407 | ) | |||||||
Total increase (decrease) in net assets | (63,123,549 | ) | (96,527,566 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 220,359,130 | 316,886,696 | |||||||||
End of period (including accumulated undistributed net investment income of $5,233,524 and distributions in excess of net investment income of $134,693, respectively) | $ | 157,235,581 | $ | 220,359,130 |
See accompanying notes to the financial statements.
8
GMO Taiwan Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 22.42 | $ | 30.98 | $ | 28.34 | $ | 26.79 | $ | 29.67 | $ | 20.28 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.56 | 0.61 | 0.46 | 0.52 | 0.13 | (0.10 | ) | ||||||||||||||||||||
Net realized and unrealized gain (loss) | (3.88 | ) | 1.50 | 4.32 | 1.91 | (1.45 | ) | 10.03 | |||||||||||||||||||
Total from investment operations | (3.32 | ) | 2.11 | 4.78 | 2.43 | (1.32 | ) | 9.93 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.85 | ) | (0.39 | ) | (0.59 | ) | — | (0.02 | ) | |||||||||||||||||
From net realized gains | (0.85 | ) | (9.82 | ) | (1.75 | ) | (0.29 | ) | (1.56 | ) | (0.52 | ) | |||||||||||||||
Total distributions | (0.85 | ) | (10.67 | ) | (2.14 | ) | (0.88 | ) | (1.56 | ) | (0.54 | ) | |||||||||||||||
Net asset value, end of period | $ | 18.25 | $ | 22.42 | $ | 30.98 | $ | 28.34 | $ | 26.79 | $ | 29.67 | |||||||||||||||
Total Return(a) | (14.89 | )%** | 6.97 | %(b) | 17.12 | % | 9.13 | % | (3.82 | )% | 49.53 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 157,236 | $ | 220,359 | $ | 316,887 | $ | 291,250 | $ | 224,466 | $ | 181,313 | |||||||||||||||
Net expenses to average daily net assets | 1.34 | %(c)* | 1.29 | %(c) | 1.26 | % | 1.28 | % | 1.34 | % | 1.36 | % | |||||||||||||||
Net investment income to average daily net assets | 2.57 | %(d)** | 1.98 | % | 1.56 | % | 1.95 | % | 0.53 | % | (0.40 | )% | |||||||||||||||
Portfolio turnover rate | 24 | %** | 94 | % | 41 | % | 31 | % | 88 | % | 86 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.02 | $ | 0.06 | $ | 0.03 | $ | 0.04 | $ | 0.05 | $ | 0.04 |
(a) Calculation excludes purchase premiums and redemption fees which are borne by the shareholders and assumes the effect of reinvested distributions.
(b) The effect of losses in the amount of $56,687, resulting from compliance violations and the Manager's reimbursement of such losses, had no effect on the total return.
(c) The net expense ratio does not include the effect of expense reductions.
(d) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
9
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Taiwan Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the MSCI Taiwan Index. The Fund typically makes equity investments in companies doing business in, or otherwise tied economically to, Taiwan.
Shares of the Fund are not publicly offered and are principally available to other GMO funds and certain accredited investors.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the
10
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 12,464,381 | $ | 2,379,500 | |||||||
Level 2 - Other Significant Observable Inputs | 141,565,746 | — | |||||||||
Level 3 - Significant Unobservable Inputs | 941 | — | |||||||||
Total | $ | 154,031,068 | $ | 2,379,500 |
* Other financial instruments include foreign currency.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
11
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 960 | �� | $ | — | ||||||
Realized gain (loss) | — | — | |||||||||
Change in unrealized appreciation/depreciation | (19 | ) | — | ||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 941 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
12
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a
13
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of
14
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended of August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
15
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund is currently subject to a Taiwanese security transaction tax of 0.30% of the transaction amount on equities, which must be paid by the Fund upon the sale or transfer of any portfolio securities subject to such tax.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 181,495,699 | $ | 4,050,227 | $ | (31,514,858 | ) | $ | (27,464,631 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization
16
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Taiwanese companies typically declare dividends in the third calendar quarter of each year.
Dividend and interest income generated in Taiwan is subject to a 20% withholding tax. Stock dividends received (except those which have resulted from capitalization of capital surplus) are taxable at 20% of the par value of the stock dividends received.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases of Fund shares was 0.15% of the amount invested. In the case of cash redemptions, the fee was 0.45% of the amount redeemed. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in the amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection wit h the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
17
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Investment risks
Investments in emerging countries, such as Taiwan, present certain risks that are not inherent in many other securities. Many emerging countries are subject to political and/or economic instability which may result in the Fund's inability to collect on a timely basis, or in full, principal and interest payments. The securities markets of emerging countries are generally smaller and less developed than the securities markets of the U.S. and developed foreign markets. Further, countries may impose various types of foreign currency regulations or controls that impede the Fund's ability to repatriate amounts it receives. The Fund may acquire interests in securities in some countries based on the Manager's expectations that conditions in those countries will improve. These factors may result in significant volatility in the values of the Fund's holdings. The Taiwanese markets are relatively illiquid. Accordingly, the Fund may not be able to realize in an actual sale amounts approximating those used to value its holdings. The Fund may concentrate investments in the securities of a small number of issuers. As a result, the value of the Fund's shares can be expected to change in light of factors affecting those issuers and may fluctuate more widely than the value of shares of a portfolio that invests in a broader range of securities.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.81% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for class III shares.
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and Chief Compliance Officer ("CCO") during the period ended August 31, 2008 was $1,088 and $644, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $46,602,817 and $82,034,673, respectively.
18
GMO Taiwan Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 98.02% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and all of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 294,310 | $ | 9,579,509 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 427,541 | 7,935,155 | 3,387,026 | 81,961,194 | |||||||||||||||
Shares repurchased | (1,639,574 | ) | (32,629,332 | ) | (4,083,581 | ) | (133,164,741 | ) | |||||||||||
Purchase premiums | — | — | — | 14,390 | |||||||||||||||
Redemption fees | — | 146,832 | — | 599,241 | |||||||||||||||
Net increase (decrease) | (1,212,033 | ) | $ | (24,547,345 | ) | (402,245 | ) | $ | (41,010,407 | ) |
19
GMO Taiwan Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
20
GMO Taiwan Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record migh t create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, and the reputation of the Fund's other service providers.
21
GMO Taiwan Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
22
GMO Taiwan Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 1.34 | % | $ | 1,000.00 | $ | 851.10 | $ | 6.25 | |||||||||||
2) Hypothetical | 1.34 | % | $ | 1,000.00 | $ | 1,018.45 | $ | 6.82 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
23
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on our website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Investments Concentration Summary (a)
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Debt Obligations | 0.0 | % | |||||
Other | 100.0 | ||||||
100.0 | % |
(a) GMO SPV I, LLC is a 74.9% owned subsidiary of GMO Special Purpose Holding Fund.
1
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Description | Value ($) | ||||||
DEBT OBLIGATIONS — 0.0% (a) | |||||||
Asset-Backed Securities — 0.0% | |||||||
Health Care Receivables — 0.0% | |||||||
Interest related to the Bankruptcy Estate of NPF VI Inc. Series 02-1 Class A (b) (c) | — | ||||||
Interest related to the Bankruptcy Estate of NPF XII Inc. Series 00-3 Class A (b) (c) | — | ||||||
Interest related to the Bankruptcy Estate of NPF XII Inc. Series 02-1 Class A (b) (c) | — | ||||||
— | |||||||
Total Asset-Backed Securities | — | ||||||
TOTAL DEBT OBLIGATIONS (COST $0) | — | ||||||
TOTAL INVESTMENTS — 0.0% (Cost $0) | — | ||||||
Other Assets and Liabilities (net) — 100.0% | 406,386 | ||||||
TOTAL NET ASSETS — 100.0% | $ | 406,386 |
Notes to Schedule of Investments:
(a) Owned by GMO SPV I, LLC. GMO SPV I, LLC is a 74.9% subsidiary of GMO Special Purpose Holding Fund.
(b) Security in default.
(c) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
See accompanying notes to the financial statements.
2
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidating Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
GMO Special Purpose Holding Fund | GMO SPV I, LLC | Minority Interest | Eliminations | Consolidated Totals | |||||||||||||||||||
Assets: | |||||||||||||||||||||||
Investments in affiliated issuers, at value (cost $0) (Note 2) | $ | 276,862 | $ | — | $ | — | $ | (276,862 | ) | $ | — | ||||||||||||
Cash | 192,904 | 482,374 | — | — | 675,278 | ||||||||||||||||||
Interest receivable | 181 | 443 | — | — | 624 | ||||||||||||||||||
Receivable for expenses reimbursed by Manager (Note 3) | 5,053 | 3,162 | — | — | 8,215 | ||||||||||||||||||
Total assets | 475,000 | 485,979 | — | (276,862 | ) | 684,117 | |||||||||||||||||
Liabilities: | |||||||||||||||||||||||
Payable to affiliate for (Note 3): | |||||||||||||||||||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2 | — | — | — | 2 | ||||||||||||||||||
Accrued expenses | 68,612 | 118,874 | — | — | 187,486 | ||||||||||||||||||
Minority interest | — | — | 90,243 | — | 90,243 | ||||||||||||||||||
Total liabilities | 68,614 | 118,874 | 90,243 | — | 277,731 | ||||||||||||||||||
Net assets | $ | 406,386 | $ | 367,105 | $ | (90,243 | ) | $ | (276,862 | ) | $ | 406,386 | |||||||||||
Shares outstanding | 554,071 | 554,071 | |||||||||||||||||||||
Net asset value per share | $ | 0.73 | $ | 0.73 |
See accompanying notes to the financial statements.
3
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidating Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
GMO Special Purpose Holding Fund | GMO SPV I, LLC | Minority Interest | Eliminations | Consolidated Totals | |||||||||||||||||||
Investment Income: | |||||||||||||||||||||||
Interest | $ | 1,940 | $ | 2,948 | $ | — | $ | — | $ | 4,888 | |||||||||||||
Total income | 1,940 | 2,948 | — | — | 4,888 | ||||||||||||||||||
Expenses: | |||||||||||||||||||||||
Custodian and transfer agent fees | 736 | 14,168 | — | — | 14,904 | ||||||||||||||||||
Audit and tax fees | 27,692 | 4,232 | — | — | 31,924 | ||||||||||||||||||
Trustees fees and related expenses (Note 3) | 1 | — | — | — | 1 | ||||||||||||||||||
Miscellaneous | — | 276 | — | — | 276 | ||||||||||||||||||
Total expenses | 28,429 | 18,676 | — | — | 47,105 | ||||||||||||||||||
Fees and expenses reimbursed by Manager (Note 3) | (28,428 | ) | (18,676 | ) | — | — | (47,104 | ) | |||||||||||||||
Net expenses | 1 | — | — | — | 1 | ||||||||||||||||||
Net income (loss) | 1,939 | 2,948 | — | — | 4,887 | ||||||||||||||||||
Minority Interest | — | — | (707 | ) | — | (707 | ) | ||||||||||||||||
Net investment income (loss) after minority interest | 1,939 | 2,948 | (707 | ) | — | 4,180 | |||||||||||||||||
Realized and unrealized gain (loss): | |||||||||||||||||||||||
Net realized gain (loss) on: | |||||||||||||||||||||||
Investments in unaffiliated issuers | — | 1,284,719 | — | — | 1,284,719 | ||||||||||||||||||
Realized gains distributions from affiliated issuers | 962,366 | — | — | (962,366 | ) | — | |||||||||||||||||
Net realized gain (loss) | 962,366 | 1,284,719 | — | (962,366 | ) | 1,284,719 | |||||||||||||||||
Change in net unrealized appreciation (depreciation) on: | |||||||||||||||||||||||
Investments | — | — | — | — | — | ||||||||||||||||||
Net unrealized gain (loss) | — | — | — | — | — | ||||||||||||||||||
Net realized and unrealized gain (loss) | 962,366 | 1,284,719 | — | (962,366 | ) | 1,284,719 | |||||||||||||||||
Minority interest in realized and unrealized gain (loss) | — | — | (324,594 | ) | — | (324,594 | ) | ||||||||||||||||
Net increase (decrease) in net assets resulting from operations | $ | 964,305 | $ | 1,287,667 | $ | (325,301 | ) | $ | (962,366 | ) | $ | 964,305 |
See accompanying notes to the financial statements.
4
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 4,887 | $ | 36,556 | |||||||
Net realized gain (loss) | 1,284,719 | 4,638,699 | |||||||||
Change in net unrealized appreciation (depreciation) | — | — | |||||||||
1,289,606 | 4,675,255 | ||||||||||
Minority Interest | (325,301 | ) | (1,164,398 | ) | |||||||
Net increase (decrease) in net assets from operations | 964,305 | 3,510,857 | |||||||||
Cash distributions to shareholders | (1,254,756 | ) | (3,593,689 | ) | |||||||
(1,254,756 | ) | (3,593,689 | ) | ||||||||
Fund share transactions: (Note 7) | |||||||||||
Proceeds from sale of shares | — | — | |||||||||
Cost of shares repurchased | — | — | |||||||||
Net increase (decrease) from Fund share transactions | — | — | |||||||||
Total increase (decrease) in net assets | (290,451 | ) | (82,832 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 696,837 | 779,669 | |||||||||
End of period | $ | 406,386 | $ | 696,837 |
See accompanying notes to the financial statements.
5
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Financial Highlights
(For a share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29 | ||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | |||||||||||||||||||
Net asset value, beginning of period | $ | 1.26 | $ | 1.41 | $ | 8.22 | $ | 15.51 | $ | 24.11 | |||||||||||||
Income from investment operations: | |||||||||||||||||||||||
Net investment income (loss)† | 0.01 | 0.06 | 0.02 | (0.08 | ) | 0.41 | |||||||||||||||||
Net realized and unrealized gain (loss) | 1.72 | 6.28 | 41.16 | 8.57 | 9.08 | ||||||||||||||||||
Total from investment operations | 1.73 | 6.34 | 41.18 | 8.49 | 9.49 | ||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||
From net investment income | — | — | — | — | (0.74 | ) | |||||||||||||||||
From cash distributions | (2.26 | ) | (6.49 | ) | (47.99 | ) | (15.78 | ) | (17.29 | ) | |||||||||||||
From return of capital | — | — | — | — | (0.06 | ) | |||||||||||||||||
Total distributions | (2.26 | ) | (6.49 | ) | (47.99 | ) | (15.78 | ) | (18.09 | ) | |||||||||||||
Net asset value, end of period | $ | 0.73 | $ | 1.26 | $ | 1.41 | $ | 8.22 | $ | 15.51 | |||||||||||||
Total Return(b) | 137.67 | %**(c) | 517.54 | %(c) | 3613.95 | %(c) | 124.75 | %(c) | 36.35 | %(c) | |||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||
Net assets, end of period (000's) | $ | 406 | $ | 697 | $ | 780 | $ | 4,553 | $ | 8,595 | |||||||||||||
Net operating expenses to average daily net assets | 0.00 | %* | 0.00 | % | 0.85 | % | 1.26 | % | (0.01 | )% | |||||||||||||
Interest expense to average daily net assets | — | — | — | — | — | ||||||||||||||||||
Total net expenses to average daily net assets | 0.00 | %*(f) | 0.00 | %(f) | 0.85 | % | 1.26 | % | (0.01 | )% | |||||||||||||
Net investment income to average daily net assets | 1.45 | %* | 3.91 | % | 1.05 | % | (0.65 | )% | 1.83 | % | |||||||||||||
Portfolio turnover rate | 0 | %** | 0 | % | 0 | % | 0 | % | 0 | % | |||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 14.78 | %* | 8.84 | % | 3.74 | % | 1.39 | % | 0.67 | % |
(a) The Fund changed its fiscal year end from November 30 to February 28.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the
effect of reinvested distributions.
(c) Had the effect of reinvested distributions not been assumed and income from investment operations been retained, the total
returns would have been 1.94% for the six months ended August 31, 2008, 7.61%, 97.84%, 25.27%, and 39.36% for the fiscal years
ended 2008, 2007, 2006, and 2005, respectively.
(d) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund's net expenses.
Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(e) Interest expense as a percentage of average daily net assets was less than 0.01%.
(f) Total net expenses as a percentage of average daily net assets was less than 0.01%.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
6
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Financial Highlights — (Continued)
(For a share outstanding throughout each period)
Period from December 1, 2003 through | Year Ended | ||||||||||
February 29, 2004(a) | November 30, 2003 | ||||||||||
Net asset value, beginning of period | $ | 23.89 | $ | 23.77 | |||||||
Income from investment operations: | |||||||||||
Net investment income (loss)† | 0.13 | 0.75 | |||||||||
Net realized and unrealized gain (loss) | 0.09 | (0.63 | ) | ||||||||
Total from investment operations | 0.22 | 0.12 | |||||||||
Less distributions to shareholders: | |||||||||||
From net investment income | — | — | |||||||||
From cash distributions | — | — | |||||||||
From return of capital | — | — | |||||||||
Total distributions | — | — | |||||||||
Net asset value, end of period | $ | 24.11 | $ | 23.89 | |||||||
Total Return(b) | 0.92 | %** | 0.50 | % | |||||||
Ratios/Supplemental Data: | |||||||||||
Net assets, end of period (000's) | $ | 225,727 | $ | 224,113 | |||||||
Net operating expenses to average daily net assets | 0.08 | %* | 0.13 | % | |||||||
Interest expense to average daily net assets | 0.04 | %(d)* | 0.00 | %(d)(e) | |||||||
Total net expenses to average daily net assets | 0.12 | %* | 0.13 | % | |||||||
Net investment income to average daily net assets | 0.49 | %* | 3.11 | % | |||||||
Portfolio turnover rate | 4 | %** | 80 | % | |||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.11 | %* | 0.10 | % |
See accompanying notes to the financial statements.
7
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Special Purpose Holding Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return. The Fund's investments consist primarily of: (i) units of GMO SPV I, LLC ("SPV"), a special purpose vehicle that holds an interest in liquidating trusts related to certain defaulted asset-backed securities (the "NPF Securities") issued by NPF VI, Inc. and NPF XII, Inc., and (ii) cash and cash items. The Fund expects that any new investments will be made primarily in cash, cash items, and high quality debt securities.
Shares of the Fund are not publicly offered and are principally available only to other GMO Funds of the Trust and certain accredited investors. Presently the Fund is closed to new investment.
In April 2004, a plan of liquidation ("the Plan") was approved by the bankruptcy court with respect to National Century Financial Enterprises and the NPF Securities. Pursuant to the Plan, the Fund received a cash distribution, less expenses associated with the transaction and an interest in additional amounts recovered by the bankruptcy estate. The Fund, together with other creditors, are continuing to pursue various claims resulting from its holdings of the NPF Securities. The ultimate amount of losses and costs associated with the NPF Securities that may be recovered by the Fund (through its investment in SPV) is not known at this time.
The Fund has litigation pending against various entities related to the default of certain the NPF Securities. For the period ended August 31, 2008, the Fund indirectly received $962,366 in conjunction with a settlement agreement related to the default of those securities. The outcome of the lawsuits against the remaining defendants is not predictable and any potential recoveries are not reflected in the net asset value of the Fund. To the extent additional recoveries are realized, such recoveries may be material to the net asset value of the Fund.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its
8
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Basis of presentation and principles of consolidation
The accompanying consolidated financial statements include the accounts of the Fund and its majority owned investment in SPV. The consolidated financial statements include 100% of the assets and liabilities of SPV and the ownership interests of minority participants are recorded as "Minority Interest". All significant interfund accounts and transactions have been eliminated in consolidation.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
9
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs* | — | — | |||||||||
Total | $ | — | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
* The Fund's investments were valued entirely using Level 3 inputs.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Taxes
Effective April 1, 2004, the Fund elected to be taxed as a partnership for federal income tax purposes and, accordingly, the Fund is no longer a regulated investment company for federal income tax purposes. As a partnership, the Fund will not be subject to federal and state income tax. Instead, each shareholder is responsible for the tax liability or benefit related to his/her allocable share of taxable income or loss. Accordingly, no provision (benefit) for federal and state income taxes is reflected in the accompanying financial statements.
10
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | — | $ | — | $ | — | $ | — |
SPV is also treated as a partnership for federal income tax purposes and subject to the same rules as the Fund with respect to the taxation of partnerships.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Distributions
The Fund will distribute proceeds and other cash receipts received from its underlying investments. Distributions made by the Fund, other than a distribution in partial or complete redemption of a shareholder's interest in the Fund, are reported in the Fund's financial statements as cash distributions.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Income is not recognized on securities for which collection is not expected. In determining the net gain or loss on securities sold, the cost of securities is determined on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the
11
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
average daily cash balances the Fund maintains with State Street. In addition, Boston Global Advisors ("BGA"), the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO does not charge the Fund any management or service fees for its services. In addition, the Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). The costs incurred in connection with the Fund's pursuit of legal claims arising from the Fund's investment in the NPF securities are being treated for the purposes of the expense reimbursement as extraordinary expenses.
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $1 and $0, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Consolidating Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
There were no purchases or sales of securities, excluding short-term investments, for the period ended August 31, 2008.
12
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Consolidated Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 61.72% of the share outstanding of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and all of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Shares sold | — | — | |||||||||
Shares repurchased | — | — | |||||||||
Net decrease | — | — | |||||||||
Fund shares: | |||||||||||
Beginning of period | 554,071 | 554,071 | |||||||||
End of period | 554,071 | 554,071 |
13
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees took note of the fact that the Fund has a limited investment program and primarily serves as a limited purpose holding vehicle. The Trustees also took into account the time and attention devoted by the Manager's senior management and other personnel to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees considered the Fund's investment performance and noted that, because of the limited nature of the Fund's investment program, no comparable accounts managed by the Manager or other funds managed by other managers existed to which the Fund could be compared for purposes of evaluating the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement. The Trustees did not consider possible economies of scale to the Manager because the Manager does not receive an advisory fee from the Fund.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with
14
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the execution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
15
GMO Special Purpose Holding Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
1 | ) Actual | 0.00 | % | $ | 1,000.00 | $ | 1,019.40 | $ | 0.00 | ||||||||||
2 | ) Hypothetical | 0.00 | % | $ | 1,000.00 | $ | 1,025.21 | $ | 0.00 |
* Expenses are calculated using the annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
16
GMO U.S. Growth Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO U.S. Growth Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.6 | % | |||||
Short-Term Investments | 3.2 | ||||||
Futures | 0.0 | ||||||
Other | 0.2 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Information Technology | 21.6 | % | |||||
Consumer Staples | 21.0 | ||||||
Health Care | 20.7 | ||||||
Energy | 15.3 | ||||||
Industrials | 7.4 | ||||||
Consumer Discretionary | 6.7 | ||||||
Financials | 3.7 | ||||||
Materials | 2.9 | ||||||
Telecommunication Services | 0.6 | ||||||
Utilities | 0.1 | ||||||
100.0 | % |
1
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.6% | |||||||||||||||
Consumer Discretionary — 6.5% | |||||||||||||||
1,300 | Abercrombie & Fitch Co.-Class A | 68,185 | |||||||||||||
900 | Advance Auto Parts, Inc. | 38,736 | |||||||||||||
1,600 | Amazon.com, Inc. * | 129,296 | |||||||||||||
1,100 | American Eagle Outfitters, Inc. | 16,555 | |||||||||||||
1,400 | Apollo Group, Inc.-Class A * | 89,152 | |||||||||||||
1,300 | AutoNation, Inc. * | 14,755 | |||||||||||||
370 | AutoZone, Inc. * | 50,775 | |||||||||||||
500 | Bally Technologies, Inc. * | 17,115 | |||||||||||||
3,100 | Bed Bath & Beyond, Inc. * | 95,046 | |||||||||||||
2,400 | Best Buy Co., Inc. | 107,448 | |||||||||||||
200 | Black & Decker Corp. | 12,650 | |||||||||||||
700 | Career Education Corp. * | 13,125 | |||||||||||||
300 | Chipotle Mexican Grill, Inc.-Class B * | 19,521 | |||||||||||||
2,700 | Coach, Inc. * | 78,273 | |||||||||||||
1,700 | D.R. Horton, Inc. | 21,182 | |||||||||||||
400 | DeVry, Inc. | 20,632 | |||||||||||||
800 | DirecTV Group (The), Inc. * | 22,568 | |||||||||||||
700 | Dollar Tree, Inc. * | 26,852 | |||||||||||||
900 | Family Dollar Stores, Inc. | 22,428 | |||||||||||||
1,000 | GameStop Corp.-Class A * | 43,870 | |||||||||||||
1,900 | Gap (The), Inc. | 36,955 | |||||||||||||
1,300 | Harley-Davidson, Inc. | 51,714 | |||||||||||||
500 | Hasbro, Inc. | 18,700 | |||||||||||||
18,700 | Home Depot, Inc. | 507,144 | |||||||||||||
900 | International Game Technology | 19,287 | |||||||||||||
500 | ITT Educational Services, Inc. * | 44,455 | |||||||||||||
1,200 | Johnson Controls, Inc. | 37,104 | |||||||||||||
2,900 | Kohl's Corp. * | 142,593 | |||||||||||||
1,000 | Lennar Corp.-Class A | 13,150 | |||||||||||||
700 | LKQ Corp. * | 13,111 | |||||||||||||
15,468 | Lowe's Cos., Inc. | 381,132 | |||||||||||||
2,500 | McDonald's Corp. | 155,125 | |||||||||||||
800 | McGraw-Hill Cos. (The), Inc. | 34,272 |
See accompanying notes to the financial statements.
2
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Discretionary — continued | |||||||||||||||
300 | Mohawk Industries, Inc. * | 20,715 | |||||||||||||
500 | NetFlix, Inc. * | 15,420 | |||||||||||||
2,200 | Nike, Inc.-Class B | 133,342 | |||||||||||||
2,100 | Office Depot, Inc. * | 14,784 | |||||||||||||
900 | Omnicom Group, Inc. | 38,151 | |||||||||||||
1,100 | O'Reilly Automotive, Inc. * | 32,032 | |||||||||||||
200 | Panera Bread Co.-Class A * | 10,748 | |||||||||||||
800 | Ross Stores, Inc. | 32,168 | |||||||||||||
200 | Sherwin-Williams Co. (The) | 11,710 | |||||||||||||
7,400 | Staples, Inc. | 179,080 | |||||||||||||
2,400 | Starbucks Corp. * | 37,344 | |||||||||||||
110 | Strayer Education, Inc. | 23,082 | |||||||||||||
7,300 | Target Corp. | 387,046 | |||||||||||||
900 | Thor Industries, Inc. | 20,682 | |||||||||||||
2,460 | TJX Cos. (The), Inc. | 89,150 | |||||||||||||
800 | Toll Brothers, Inc. * | 19,904 | |||||||||||||
1,300 | Urban Outfitters, Inc. * | 46,306 | |||||||||||||
1,000 | Yum! Brands, Inc. | 35,680 | |||||||||||||
Total Consumer Discretionary | 3,510,250 | ||||||||||||||
Consumer Staples — 20.3% | |||||||||||||||
21,084 | Altria Group, Inc. | 443,397 | |||||||||||||
3,400 | Anheuser-Busch Cos., Inc. | 230,724 | |||||||||||||
2,400 | Archer-Daniels-Midland Co. | 61,104 | |||||||||||||
2,400 | Avon Products, Inc. | 102,792 | |||||||||||||
300 | Central European Distribution Corp. * | 17,307 | |||||||||||||
300 | Clorox Co. | 17,730 | |||||||||||||
28,000 | Coca-Cola Co. (The) | 1,457,960 | |||||||||||||
1,100 | Coca-Cola Enterprises, Inc. | 18,777 | |||||||||||||
7,200 | Colgate-Palmolive Co. | 547,416 | |||||||||||||
2,700 | Costco Wholesale Corp. | 181,062 | |||||||||||||
3,300 | CVS Caremark Corp. | 120,780 | |||||||||||||
400 | Energizer Holdings, Inc. * | 33,976 | |||||||||||||
600 | Estee Lauder Cos. (The), Inc.-Class A | 29,862 | |||||||||||||
600 | Flowers Foods, Inc. | 15,864 |
See accompanying notes to the financial statements.
3
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Staples — continued | |||||||||||||||
2,100 | General Mills, Inc. | 138,978 | |||||||||||||
1,300 | HJ Heinz Co. | 65,416 | |||||||||||||
1,100 | Kellogg Co. | 59,884 | |||||||||||||
3,400 | Kimberly-Clark Corp. | 209,712 | |||||||||||||
2,344 | Kraft Foods, Inc. | 73,859 | |||||||||||||
1,000 | Kroger Co. | 27,620 | |||||||||||||
500 | McCormick & Co., Inc. (Non Voting) | 20,225 | |||||||||||||
700 | Pepsi Bottling Group (The), Inc. | 20,706 | |||||||||||||
18,500 | PepsiCo, Inc. | 1,266,880 | |||||||||||||
10,684 | Philip Morris International, Inc. | 573,731 | |||||||||||||
24,500 | Procter & Gamble Co. (The) | 1,709,365 | |||||||||||||
400 | Supervalu, Inc. | 9,276 | |||||||||||||
2,200 | Sysco Corp. | 70,026 | |||||||||||||
500 | UST, Inc. | 26,795 | |||||||||||||
12,900 | Walgreen Co. | 469,947 | |||||||||||||
48,800 | Wal-Mart Stores, Inc. | 2,882,616 | |||||||||||||
1,100 | WM Wrigley Jr. Co. | 87,428 | |||||||||||||
Total Consumer Staples | 10,991,215 | ||||||||||||||
Energy — 14.8% | |||||||||||||||
200 | Alpha Natural Resources, Inc. * | 19,820 | |||||||||||||
800 | Anadarko Petroleum Corp. | 49,384 | |||||||||||||
2,510 | Apache Corp. | 287,094 | |||||||||||||
400 | Arch Coal, Inc. | 21,696 | |||||||||||||
400 | Atwood Oceanics, Inc. * | 16,264 | |||||||||||||
700 | Baker Hughes, Inc. | 56,007 | |||||||||||||
2,200 | BJ Services Co. | 59,070 | |||||||||||||
400 | Cabot Oil & Gas Corp. | 17,776 | |||||||||||||
800 | Cameron International Corp. * | 37,272 | |||||||||||||
2,800 | Chesapeake Energy Corp. | 135,520 | |||||||||||||
13,400 | Chevron Corp. | 1,156,688 | |||||||||||||
200 | Cimarex Energy Co. | 11,108 | |||||||||||||
300 | CNX Gas Corp. * | 9,102 | |||||||||||||
300 | Comstock Resources, Inc. * | 19,482 |
See accompanying notes to the financial statements.
4
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
4,329 | ConocoPhillips | 357,186 | |||||||||||||
200 | Consol Energy, Inc. | 13,542 | |||||||||||||
1,900 | Denbury Resources, Inc. * | 47,291 | |||||||||||||
900 | Devon Energy Corp. | 91,845 | |||||||||||||
600 | Diamond Offshore Drilling, Inc. | 65,946 | |||||||||||||
500 | Encore Acquisition Co. * | 25,780 | |||||||||||||
200 | ENSCO International, Inc. | 13,556 | |||||||||||||
2,210 | EOG Resources, Inc. | 230,768 | |||||||||||||
800 | EXCO Resources, Inc. * | 21,184 | |||||||||||||
32,900 | Exxon Mobil Corp. | 2,632,329 | |||||||||||||
800 | FMC Technologies, Inc. * | 42,848 | |||||||||||||
300 | Forest Oil Corp. * | 17,076 | |||||||||||||
500 | Foundation Coal Holdings, Inc. | 29,575 | |||||||||||||
400 | Frontline Ltd. | 24,164 | |||||||||||||
1,900 | Halliburton Co. | 83,486 | |||||||||||||
300 | Helmerich & Payne, Inc. | 17,136 | |||||||||||||
2,690 | Hess Corp. | 281,670 | |||||||||||||
200 | IHS, Inc.-Class A * | 12,832 | |||||||||||||
1,300 | Murphy Oil Corp. | 102,089 | |||||||||||||
1,800 | Nabors Industries Ltd. * | 64,134 | |||||||||||||
300 | National Oilwell Varco, Inc. * | 22,119 | |||||||||||||
300 | Newfield Exploration Co. * | 13,566 | |||||||||||||
800 | Noble Corp. | 40,232 | |||||||||||||
600 | Noble Energy, Inc. | 43,038 | |||||||||||||
5,400 | Occidental Petroleum Corp. | 428,544 | |||||||||||||
200 | Oceaneering International, Inc. * | 12,482 | |||||||||||||
1,300 | Patterson-UTI Energy, Inc. | 36,946 | |||||||||||||
700 | Peabody Energy Corp. | 44,065 | |||||||||||||
300 | Pioneer Natural Resources Co. | 18,951 | |||||||||||||
300 | Plains Exploration & Production Co. * | 16,170 | |||||||||||||
800 | Quicksilver Resources, Inc. * | 19,352 | |||||||||||||
700 | Range Resources Corp. | 32,494 | |||||||||||||
1,970 | Schlumberger Ltd. | 185,613 | |||||||||||||
600 | Smith International, Inc. | 41,820 |
See accompanying notes to the financial statements.
5
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
3,100 | Southwestern Energy Co. * | 118,947 | |||||||||||||
200 | St. Mary Land & Exploration Co. | 8,444 | |||||||||||||
1,100 | Sunoco, Inc. | 48,818 | |||||||||||||
2,573 | Transocean, Inc. * | 327,286 | |||||||||||||
400 | Unit Corp. * | 27,092 | |||||||||||||
4,500 | Valero Energy Corp. | 156,420 | |||||||||||||
400 | W&T Offshore, Inc. | 14,064 | |||||||||||||
3,800 | Weatherford International Ltd. * | 146,604 | |||||||||||||
300 | Whiting Petroleum Corp. * | 28,872 | |||||||||||||
2,200 | XTO Energy, Inc. | 110,902 | |||||||||||||
Total Energy | 8,013,561 | ||||||||||||||
Financials — 3.6% | |||||||||||||||
5,100 | Aflac, Inc. | 289,170 | |||||||||||||
400 | Allstate Corp. (The) | 18,052 | |||||||||||||
4,800 | American International Group, Inc. | 103,152 | |||||||||||||
1,200 | Annaly Capital Management, Inc. | 17,952 | |||||||||||||
200 | Arch Capital Group Ltd. * | 13,952 | |||||||||||||
500 | Assurant, Inc. | 29,215 | |||||||||||||
1,300 | Bank of America Corp. | 40,482 | |||||||||||||
420 | BlackRock, Inc. | 91,245 | |||||||||||||
1,400 | Brown & Brown, Inc. | 28,392 | |||||||||||||
500 | Capital One Financial Corp. | 22,070 | |||||||||||||
1,800 | Charles Schwab Corp. (The) | 43,182 | |||||||||||||
900 | Chubb Corp. | 43,209 | |||||||||||||
7,500 | Citigroup, Inc. | 142,425 | |||||||||||||
40 | CME Group, Inc. | 13,415 | |||||||||||||
400 | Equity Residential REIT | 16,880 | |||||||||||||
300 | Everest Re Group Ltd. | 24,639 | |||||||||||||
840 | Goldman Sachs Group, Inc. | 137,735 | |||||||||||||
300 | Hartford Financial Services Group (The), Inc. | 18,924 | |||||||||||||
600 | HCC Insurance Holdings, Inc. | 15,108 | |||||||||||||
4,600 | Hudson City Bancorp, Inc. | 84,824 | |||||||||||||
600 | Investment Technology Group, Inc. * | 19,200 |
See accompanying notes to the financial statements.
6
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
500 | JPMorgan Chase & Co. | 19,245 | |||||||||||||
700 | Lehman Brothers Holdings, Inc. | 11,263 | |||||||||||||
500 | Leucadia National Corp. | 23,145 | |||||||||||||
1,300 | Merrill Lynch & Co., Inc. | 36,855 | |||||||||||||
700 | MetLife, Inc. | 37,940 | |||||||||||||
1,800 | Morgan Stanley | 73,494 | |||||||||||||
600 | Nasdaq OMX Group (The), Inc. * | 19,614 | |||||||||||||
300 | Northern Trust Corp. | 24,117 | |||||||||||||
800 | Philadelphia Consolidated Holding Corp. * | 47,784 | |||||||||||||
300 | Prudential Financial, Inc. | 22,113 | |||||||||||||
200 | Public Storage | 17,664 | |||||||||||||
1,100 | SEI Investment Co. | 25,982 | |||||||||||||
200 | Simon Property Group, Inc. REIT | 18,976 | |||||||||||||
1,100 | SLM Corp. * | 18,161 | |||||||||||||
500 | State Street Corp. | 33,835 | |||||||||||||
900 | T. Rowe Price Group, Inc. | 53,424 | |||||||||||||
200 | Transatlantic Holdings, Inc. | 12,020 | |||||||||||||
3,400 | Travelers Cos. (The), Inc. | 150,144 | |||||||||||||
400 | Ventas, Inc. REIT | 18,168 | |||||||||||||
1,300 | W.R. Berkley Corp. | 30,628 | |||||||||||||
600 | Waddell and Reed Financial, Inc. | 19,320 | |||||||||||||
Total Financials | 1,927,115 | ||||||||||||||
Health Care — 20.0% | |||||||||||||||
10,400 | Abbott Laboratories | 597,272 | |||||||||||||
700 | Aetna, Inc. | 30,198 | |||||||||||||
900 | Allergan, Inc. | 50,283 | |||||||||||||
600 | AmerisourceBergen Corp. | 24,606 | |||||||||||||
3,500 | Amgen, Inc. * | 219,975 | |||||||||||||
1,000 | Applied Biosystems, Inc. | 36,490 | |||||||||||||
700 | Bard (C.R.), Inc. | 65,415 | |||||||||||||
300 | Barr Pharmaceuticals, Inc. * | 20,262 | |||||||||||||
3,000 | Baxter International, Inc. | 203,280 | |||||||||||||
1,600 | Becton, Dickinson & Co. | 139,808 |
See accompanying notes to the financial statements.
7
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
3,000 | Biogen Idec, Inc. * | 152,790 | |||||||||||||
800 | BioMarin Pharmaceutical, Inc. * | 24,112 | |||||||||||||
8,200 | Bristol-Myers Squibb Co. | 174,988 | |||||||||||||
2,800 | Cardinal Health, Inc. | 153,944 | |||||||||||||
800 | Covance, Inc. * | 75,472 | |||||||||||||
3,200 | Coventry Health Care, Inc. * | 112,064 | |||||||||||||
900 | DENTSPLY International, Inc. | 35,271 | |||||||||||||
300 | Edwards Lifesciences Corp. * | 17,763 | |||||||||||||
6,200 | Eli Lilly & Co. | 289,230 | |||||||||||||
700 | Endo Pharmaceuticals Holdings, Inc. * | 15,904 | |||||||||||||
5,600 | Express Scripts, Inc. * | 411,096 | |||||||||||||
5,100 | Forest Laboratories, Inc. * | 182,019 | |||||||||||||
3,000 | Genentech, Inc. * | 296,250 | |||||||||||||
500 | Gen-Probe, Inc. * | 29,875 | |||||||||||||
1,300 | Genzyme Corp. * | 101,790 | |||||||||||||
14,900 | Gilead Sciences, Inc. * | 784,932 | |||||||||||||
700 | Health Net, Inc. * | 19,355 | |||||||||||||
500 | Humana, Inc. * | 23,200 | |||||||||||||
600 | Idexx Laboratories, Inc. * | 33,780 | |||||||||||||
600 | Illumina, Inc. * | 51,678 | |||||||||||||
340 | Intuitive Surgical, Inc. * | 100,392 | |||||||||||||
700 | Invitrogen Corp. * | 29,722 | |||||||||||||
23,764 | Johnson & Johnson | 1,673,699 | |||||||||||||
1,300 | King Pharmaceuticals, Inc. * | 14,872 | |||||||||||||
2,800 | McKesson Corp. | 161,784 | |||||||||||||
2,600 | Medco Health Solutions, Inc. * | 121,810 | |||||||||||||
8,800 | Medtronic, Inc. | 480,480 | |||||||||||||
9,400 | Merck & Co., Inc. | 335,298 | |||||||||||||
400 | OSI Pharmaceuticals, Inc. * | 20,200 | |||||||||||||
700 | Patterson Cos., Inc. * | 22,778 | |||||||||||||
1,500 | Perrigo Co. | 52,485 | |||||||||||||
45,376 | Pfizer, Inc. | 867,135 | |||||||||||||
600 | Pharmaceutical Product Development, Inc. | 24,480 | |||||||||||||
400 | Quest Diagnostics, Inc. | 21,620 |
See accompanying notes to the financial statements.
8
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
5,000 | Stryker Corp. | 335,950 | |||||||||||||
300 | Techne Corp. * | 23,151 | |||||||||||||
3,200 | Tenet Healthcare Corp. * | 19,296 | |||||||||||||
170 | United Therapeutics Corp. * | 18,042 | |||||||||||||
37,394 | UnitedHealth Group, Inc. | 1,138,647 | |||||||||||||
1,100 | Varian Medical Systems, Inc. * | 69,476 | |||||||||||||
400 | Waters Corp. * | 27,300 | |||||||||||||
3,800 | WellPoint, Inc. * | 200,602 | |||||||||||||
5,200 | Wyeth | 225,056 | |||||||||||||
6,400 | Zimmer Holdings, Inc. * | 463,296 | |||||||||||||
Total Health Care | 10,820,673 | ||||||||||||||
Industrials — 7.1% | |||||||||||||||
5,300 | 3M Co. | 379,480 | |||||||||||||
300 | AGCO Corp. * | 18,489 | |||||||||||||
200 | Alliant Techsystems, Inc. * | 21,046 | |||||||||||||
300 | Boeing Co. | 19,668 | |||||||||||||
200 | Brink's Co. (The) | 13,956 | |||||||||||||
1,200 | Burlington Northern Santa Fe Corp. | 128,880 | |||||||||||||
1,900 | CH Robinson Worldwide, Inc. | 99,009 | |||||||||||||
1,400 | Copart, Inc. * | 61,614 | |||||||||||||
2,600 | CSX Corp. | 168,168 | |||||||||||||
2,400 | Danaher Corp. | 195,768 | |||||||||||||
5,500 | Deere & Co. | 388,135 | |||||||||||||
500 | Donaldson Co., Inc. | 21,955 | |||||||||||||
4,900 | Emerson Electric Co. | 229,320 | |||||||||||||
500 | Fastenal Co. | 25,965 | |||||||||||||
500 | FedEx Corp. | 41,410 | |||||||||||||
610 | Flowserve Corp. | 80,593 | |||||||||||||
1,500 | Fluor Corp. | 120,195 | |||||||||||||
400 | FTI Consulting, Inc. * | 29,360 | |||||||||||||
400 | Gardner Denver, Inc. * | 18,056 | |||||||||||||
3,200 | General Dynamics Corp. | 295,360 | |||||||||||||
400 | Goodrich Corp. | 20,500 |
See accompanying notes to the financial statements.
9
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
500 | Harsco Corp. | 26,320 | |||||||||||||
900 | Iron Mountain, Inc. * | 26,019 | |||||||||||||
800 | Jacobs Engineering Group, Inc. * | 59,056 | |||||||||||||
500 | JB Hunt Transport Services, Inc. | 18,225 | |||||||||||||
500 | �� | Joy Global, Inc. | 35,520 | ||||||||||||
500 | Kirby Corp. * | 22,895 | |||||||||||||
800 | L-3 Communications Holdings, Inc. | 83,152 | |||||||||||||
200 | Landstar System, Inc. | 9,804 | |||||||||||||
740 | Lockheed Martin Corp. | 86,166 | |||||||||||||
400 | Manpower, Inc. | 19,224 | |||||||||||||
300 | MSC Industrial Direct Co., Inc.-Class A | 15,279 | |||||||||||||
300 | Nordson Corp. | 16,089 | |||||||||||||
300 | Norfolk Southern Corp. | 22,059 | |||||||||||||
1,475 | Paccar, Inc. | 63,513 | |||||||||||||
900 | Parker-Hannifin Corp. | 57,663 | |||||||||||||
200 | Precision Castparts Corp. | 20,652 | |||||||||||||
500 | Raytheon Co. | 29,995 | |||||||||||||
700 | Rockwell Collins, Inc. | 36,813 | |||||||||||||
200 | Ryder Systems, Inc. | 12,904 | |||||||||||||
160 | SPX Corp. | 19,080 | |||||||||||||
500 | Stericycle, Inc. * | 29,650 | |||||||||||||
1,300 | Textron, Inc. | 53,430 | |||||||||||||
900 | Union Pacific Corp. | 75,510 | |||||||||||||
3,600 | United Parcel Service, Inc.-Class B | 230,832 | |||||||||||||
6,500 | United Technologies Corp. | 426,335 | |||||||||||||
Total Industrials | 3,873,112 | ||||||||||||||
Information Technology — 20.9% | |||||||||||||||
1,600 | Accenture Ltd. | 66,176 | |||||||||||||
2,500 | Adobe Systems, Inc. * | 107,075 | |||||||||||||
200 | Affiliated Computer Services, Inc.-Class A * | 10,648 | |||||||||||||
700 | Amphenol Corp.-Class A | 33,264 | |||||||||||||
500 | Ansys, Inc. * | 22,175 | |||||||||||||
6,690 | Apple, Inc. * | 1,134,156 |
See accompanying notes to the financial statements.
10
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
2,100 | Automatic Data Processing, Inc. | 93,198 | |||||||||||||
1,200 | BMC Software, Inc. * | 39,072 | |||||||||||||
56,000 | Cisco Systems, Inc. * | 1,346,800 | |||||||||||||
1,700 | Citrix Systems, Inc. * | 51,459 | |||||||||||||
600 | Cognizant Technology Solutions Corp.-Class A * | 17,592 | |||||||||||||
600 | Cypress Semiconductor Corp. * | 19,452 | |||||||||||||
12,900 | Dell, Inc. * | 280,317 | |||||||||||||
15,200 | eBay, Inc. * | 378,936 | |||||||||||||
300 | Electronic Arts, Inc. * | 14,643 | |||||||||||||
2,100 | EMC Corp. * | 32,088 | |||||||||||||
400 | Factset Research Systems, Inc. | 25,084 | |||||||||||||
1,900 | Fiserv, Inc. * | 98,534 | |||||||||||||
1,300 | FLIR Systems, Inc. * | 46,410 | |||||||||||||
900 | Global Payments, Inc. | 43,389 | |||||||||||||
1,750 | Google, Inc.-Class A * | 810,757 | |||||||||||||
9,400 | Hewlett-Packard Co. | 441,048 | |||||||||||||
1,200 | Ingram Micro, Inc.-Class A * | 22,692 | |||||||||||||
10,308 | Intel Corp. | 235,744 | |||||||||||||
7,190 | International Business Machines Corp. | 875,239 | |||||||||||||
100 | Itron, Inc. * | 10,358 | |||||||||||||
1,500 | Juniper Networks, Inc. * | 38,550 | |||||||||||||
500 | Lam Research Corp. * | 18,380 | |||||||||||||
600 | Lexmark International, Inc. * | 21,582 | |||||||||||||
860 | MasterCard, Inc.-Class A | 208,593 | |||||||||||||
78,200 | Microsoft Corp. | 2,134,078 | |||||||||||||
100 | National Instruments Corp. | 3,228 | |||||||||||||
52,800 | Oracle Corp. * | 1,157,904 | |||||||||||||
1,200 | QLogic Corp. * | 22,416 | |||||||||||||
20,800 | Qualcomm, Inc. | 1,095,120 | |||||||||||||
500 | Salesforce.com, Inc. * | 28,010 | |||||||||||||
700 | Silicon Laboratories, Inc. * | 23,597 | |||||||||||||
300 | Sybase, Inc. * | 10,323 | |||||||||||||
1,100 | Texas Instruments, Inc. | 26,961 | |||||||||||||
1,400 | Total System Services, Inc. | 27,888 |
See accompanying notes to the financial statements.
11
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
500 | VeriSign, Inc. * | 15,985 | |||||||||||||
3,300 | Western Digital Corp. * | 89,958 | |||||||||||||
4,200 | Western Union Co. (The) | 116,004 | |||||||||||||
Total Information Technology | 11,294,883 | ||||||||||||||
Materials — 2.8% | |||||||||||||||
300 | Air Products & Chemicals, Inc. | 27,555 | |||||||||||||
300 | Compass Minerals International, Inc. | 20,781 | |||||||||||||
600 | Ecolab, Inc. | 27,444 | |||||||||||||
600 | FMC Corp. | 44,124 | |||||||||||||
300 | Freeport-McMoRan Copper & Gold, Inc. | 26,796 | |||||||||||||
8,310 | Monsanto Co. | 949,417 | |||||||||||||
1,800 | Newmont Mining Corp. | 81,180 | |||||||||||||
1,800 | Nucor Corp. | 94,500 | |||||||||||||
600 | Owens-IIlinois, Inc. * | 26,760 | |||||||||||||
600 | Packaging Corp. of America | 15,450 | |||||||||||||
1,300 | Praxair, Inc. | 116,792 | |||||||||||||
300 | Reliance Steel & Aluminum Co. | 17,103 | |||||||||||||
1,100 | Sigma-Aldrich Corp. | 62,436 | |||||||||||||
100 | United States Steel Corp. | 13,307 | |||||||||||||
Total Materials | 1,523,645 | ||||||||||||||
Telecommunication Services — 0.5% | |||||||||||||||
4,045 | AT&T, Inc. | 129,400 | |||||||||||||
400 | Crown Castle International Corp. * | 14,960 | |||||||||||||
4,400 | Verizon Communications, Inc. | 154,528 | |||||||||||||
Total Telecommunication Services | 298,888 | ||||||||||||||
Utilities — 0.1% | |||||||||||||||
300 | Exelon Corp. | 22,788 | |||||||||||||
300 | FirstEnergy Corp. | 21,792 | |||||||||||||
Total Utilities | 44,580 | ||||||||||||||
TOTAL COMMON STOCKS (COST $54,454,098) | 52,297,922 |
See accompanying notes to the financial statements.
12
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
SHORT-TERM INVESTMENTS — 3.2% | |||||||||||
Money Market Funds — 3.2% | |||||||||||
1,693,542 | State Street Institutional Treasury Money Market Fund-Institutional Class | 1,693,542 | |||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $1,693,542) | 1,693,542 | ||||||||||
TOTAL INVESTMENTS — 99.8% (Cost $56,147,640) | 53,991,464 | ||||||||||
Other Assets and Liabilities (net) — 0.2% | 133,684 | ||||||||||
TOTAL NET ASSETS — 100.0% | $ | 54,125,148 |
See accompanying notes to the financial statements.
13
GMO U.S. Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
15 | S&P 500 E-Mini | September 2008 | $ | 961,950 | $ | (17,696 | ) |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
REIT - Real Estate Investment Trust
* Non-income producing security.
See accompanying notes to the financial statements.
14
GMO U.S. Growth Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $56,147,640) (Note 2) | $ | 53,991,464 | |||||
Dividends and interest receivable | 183,412 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 54,000 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 17,112 | ||||||
Total assets | 54,245,988 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 22,644 | ||||||
Shareholder service fee – Class III | 10,711 | ||||||
Administration fee – Class M | 328 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 402 | ||||||
Payable for 12b-1 fee – Class M | 841 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 11,625 | ||||||
Accrued expenses | 74,289 | ||||||
Total liabilities | 120,840 | ||||||
Net assets | $ | 54,125,148 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 71,571,207 | |||||
Accumulated undistributed net investment income | 210,269 | ||||||
Accumulated net realized loss | (15,482,456 | ) | |||||
Net unrealized depreciation | (2,173,872 | ) | |||||
$ | 54,125,148 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 52,234,305 | |||||
Class M shares | $ | 1,890,843 | |||||
Shares outstanding: | |||||||
Class III | 3,282,906 | ||||||
Class M | 119,286 | ||||||
Net asset value per share: | |||||||
Class III | $ | 15.91 | |||||
Class M | $ | 15.85 |
See accompanying notes to the financial statements.
15
GMO U.S. Growth Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 1,278,008 | |||||
Interest | 37,671 | ||||||
Total investment income | 1,315,679 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 262,964 | ||||||
Shareholder service fee – Class III (Note 3) | 93,116 | ||||||
12b-1 fee – Class M (Note 3) | 56,875 | ||||||
Administration fee – Class M (Note 3) | 45,500 | ||||||
Custodian, fund accounting agent and transfer agent fees | 54,372 | ||||||
Audit and tax fees | 27,508 | ||||||
Legal fees | 2,300 | ||||||
Trustees fees and related expenses (Note 3) | 1,062 | ||||||
Registration fees | 9,200 | ||||||
Miscellaneous | 1,564 | ||||||
Total expenses | 554,461 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (94,392 | ) | |||||
Expense reductions (Note 2) | (14 | ) | |||||
Net expenses | 460,055 | ||||||
Net investment income (loss) | 855,624 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (10,537,458 | ) | |||||
Closed futures contracts | (378,542 | ) | |||||
Net realized gain (loss) | (10,916,000 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | 12,208,626 | ||||||
Open futures contracts | 115,125 | ||||||
Net unrealized gain (loss) | 12,323,751 | ||||||
Net realized and unrealized gain (loss) | 1,407,751 | ||||||
Net increase (decrease) in net assets resulting from operations | $ | 2,263,375 |
See accompanying notes to the financial statements.
16
GMO U.S. Growth Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 855,624 | $ | 2,313,049 | |||||||
Net realized gain (loss) | (10,916,000 | ) | 15,904,427 | ||||||||
Change in net unrealized appreciation (depreciation) | 12,323,751 | (25,882,761 | ) | ||||||||
Net increase (decrease) in net assets from operations | 2,263,375 | (7,665,285 | ) | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (650,575 | ) | (1,963,020 | ) | |||||||
Class M | (238,835 | ) | (451,426 | ) | |||||||
Total distributions from net investment income | (889,410 | ) | (2,414,446 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (3,938,829 | ) | ||||||||
Class M | — | (1,625,736 | ) | ||||||||
Total distributions from net realized gains | — | (5,564,565 | ) | ||||||||
(889,410 | ) | (7,979,011 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (77,502,692 | ) | (85,518,384 | ) | |||||||
Class M | (68,143,669 | ) | (10,707,607 | ) | |||||||
Increase (decrease) in net assets resulting from net share transactions | (145,646,361 | ) | (96,225,991 | ) | |||||||
Total increase (decrease) in net assets | (144,272,396 | ) | (111,870,287 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 198,397,544 | 310,267,831 | |||||||||
End of period (including accumulated undistributed net investment income of $210,269 and $244,055, respectively) | $ | 54,125,148 | $ | 198,397,544 |
See accompanying notes to the financial statements.
17
GMO U.S. Growth Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 15.82 | $ | 17.24 | $ | 18.17 | $ | 18.26 | $ | 19.03 | $ | 14.29 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss) | 0.09 | † | 0.17 | † | 0.15 | † | 0.15 | † | 0.16 | † | 0.10 | ||||||||||||||||
Net realized and unrealized gain (loss) | 0.08 | (1.06 | ) | 0.07 | 0.86 | (0.02 | )(a) | 5.14 | |||||||||||||||||||
Total from investment operations | 0.17 | (0.89 | ) | 0.22 | 1.01 | 0.14 | 5.24 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.08 | ) | (0.17 | ) | (0.15 | ) | (0.16 | ) | (0.14 | ) | (0.14 | ) | |||||||||||||||
From net realized gains | — | (0.36 | ) | (1.00 | ) | (0.94 | ) | (0.77 | ) | (0.36 | ) | ||||||||||||||||
Total distributions | (0.08 | ) | (0.53 | ) | (1.15 | ) | (1.10 | ) | (0.91 | ) | (0.50 | ) | |||||||||||||||
Net asset value, end of period | $ | 15.91 | $ | 15.82 | $ | 17.24 | $ | 18.17 | $ | 18.26 | $ | 19.03 | |||||||||||||||
Total Return(b) | 1.07 | %** | (5.49 | )% | 1.24 | % | 5.64 | % | 0.94 | % | 36.93 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 52,234 | $ | 129,666 | $ | 224,554 | $ | 342,203 | $ | 357,499 | $ | 437,200 | |||||||||||||||
Net expenses to average daily net assets | 0.46 | %(c)* | 0.46 | %(c) | 0.46 | % | 0.48 | % | 0.48 | % | 0.48 | % | |||||||||||||||
Net investment income to average daily net assets | 1.09 | %* | 0.94 | % | 0.85 | % | 0.84 | % | 0.89 | % | 0.62 | % | |||||||||||||||
Portfolio turnover rate | 37 | %** | 97 | % | 111 | % | 94 | % | 136 | % | 97 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.11 | %* | 0.07 | % | 0.05 | % | 0.04 | % | 0.04 | % | 0.05 | % |
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
18
GMO U.S. Growth Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class M share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 15.76 | $ | 17.16 | $ | 18.10 | $ | 18.19 | $ | 18.97 | $ | 14.25 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss) | 0.06 | † | 0.11 | † | 0.10 | † | 0.10 | † | 0.11 | † | 0.09 | ||||||||||||||||
Net realized and unrealized gain (loss) | 0.09 | (1.05 | ) | 0.06 | 0.85 | (0.02 | )(a) | 5.09 | |||||||||||||||||||
Total from investment operations | 0.15 | (0.94 | ) | 0.16 | 0.95 | 0.09 | 5.18 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.06 | ) | (0.10 | ) | (0.10 | ) | (0.10 | ) | (0.10 | ) | (0.10 | ) | |||||||||||||||
From net realized gains | — | (0.36 | ) | (1.00 | ) | (0.94 | ) | (0.77 | ) | (0.36 | ) | ||||||||||||||||
Total distributions | (0.06 | ) | (0.46 | ) | (1.10 | ) | (1.04 | ) | (0.87 | ) | (0.46 | ) | |||||||||||||||
Net asset value, end of period | $ | 15.85 | $ | 15.76 | $ | 17.16 | $ | 18.10 | $ | 18.19 | $ | 18.97 | |||||||||||||||
Total Return(b) | 0.92 | %** | (5.79 | )% | 0.91 | % | 5.33 | % | 0.65 | % | 36.58 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 1,891 | $ | 68,732 | $ | 85,714 | $ | 253,332 | $ | 269,227 | $ | 199,865 | |||||||||||||||
Net expenses to average daily net assets | 0.76 | %(c)* | 0.76 | %(c) | 0.76 | % | 0.77 | % | 0.78 | % | 0.78 | % | |||||||||||||||
Net investment income to average daily net assets | 0.79 | %* | 0.64 | % | 0.56 | % | 0.54 | % | 0.61 | % | 0.29 | % | |||||||||||||||
Portfolio turnover rate | 37 | %** | 97 | % | 111 | % | 94 | % | 136 | % | 97 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.11 | %* | 0.07 | % | 0.05 | % | 0.04 | % | 0.04 | % | 0.05 | % |
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
19
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO U.S. Growth Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks long-term capital growth. The Fund seeks to achieve its objective by outperforming the Russell 1000 Growth Index. The Fund typically makes equity investments in U.S. companies that issue stocks included in the Russell 1000 Index, and in companies with similar market capitalizations.
Throughout the period ended August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class M. Class M shares bear an administration fee and a 12b-1 fee, while Class III shares bear a shareholder service fee (See Note 3). The principal economic difference between the classes of shares is the type and level of fees.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
20
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 52,297,922 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 1,693,542 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 53,991,464 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (17,696 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (17,696 | ) |
* Other financial instruments include futures contracts.
21
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
22
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
23
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $215,010.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/28/2011 | $ | (2,843,668 | ) | ||||
2/29/2012 | (782,016 | ) | |||||
Total | $ | (3,625,684 | ) |
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 57,757,233 | $ | 1,652,871 | $ | (5,418,640 | ) | $ | (3,765,769 | ) |
24
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class's operations.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities
25
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily Class M net assets. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily Class M net assets for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund's average daily Class M net assets.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.31% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, administration and distribution (12b-1) fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of invest ment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $970 and $552, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
26
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $57,840,922 and $198,474,578, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 90.64% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, less than 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 0.04% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 104,267 | $ | 1,671,895 | 302,944 | $ | 5,156,583 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 40,457 | 650,291 | 327,572 | 5,900,873 | |||||||||||||||
Shares repurchased | (5,059,039 | ) | (79,824,878 | ) | (5,457,694 | ) | (96,575,840 | ) | |||||||||||
Net increase (decrease) | (4,914,315 | ) | $ | (77,502,692 | ) | (4,827,178 | ) | $ | (85,518,384 | ) |
27
GMO U.S. Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class M: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 93,626 | $ | 1,517,348 | 290,213 | $ | 5,119,051 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 14,906 | 238,835 | 115,575 | 2,077,162 | |||||||||||||||
Shares repurchased | (4,349,680 | ) | (69,899,852 | ) | (1,039,952 | ) | (17,903,820 | ) | |||||||||||
Net increase (decrease) | (4,241,148 | ) | $ | (68,143,669 | ) | (634,164 | ) | $ | (10,707,607 | ) |
28
GMO U.S. Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In
29
GMO U.S. Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain
30
GMO U.S. Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
31
GMO U.S. Growth Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.46 | % | $ | 1,000.00 | $ | 1,010.70 | $ | 2.33 | |||||||||||
2) Hypothetical | 0.46 | % | $ | 1,000.00 | $ | 1,022.89 | $ | 2.35 | |||||||||||
Class M | |||||||||||||||||||
1) Actual | 0.76 | % | $ | 1,000.00 | $ | 1,009.20 | $ | 3.85 | |||||||||||
2) Hypothetical | 0.76 | % | $ | 1,000.00 | $ | 1,021.37 | $ | 3.87 |
* Expenses are calculated using each Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
32
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 92.0 | % | |||||
Short-Term Investments | 9.5 | ||||||
Options Purchased | 1.1 | ||||||
Futures | 1.0 | ||||||
Loan Participations | 0.2 | ||||||
Loan Assignments | 0.1 | ||||||
Swaps | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Reverse Repurchase Agreements | (0.3 | ) | |||||
Written Options | (0.5 | ) | |||||
Forward Currency Contracts | (0.8 | ) | |||||
Other | (2.3 | ) | |||||
100.0 | % | ||||||
Country/Region Summary** | % of Investments | ||||||
Euro Region*** | 70.3 | % | |||||
United States | 18.0 | ||||||
Switzerland | 6.9 | ||||||
Canada | 3.5 | ||||||
Emerging | 2.6 | ||||||
United Kingdom | 2.2 | ||||||
Sweden | 1.0 | ||||||
Japan | (1.3 | ) | |||||
Australia | (3.2 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Principal Amount / Shares / Par Value ($) | Description | Value ($) | |||||||||
OPTIONS PURCHASED — 0.2% | |||||||||||
Currency Options — 0.2% | |||||||||||
JPY | 840,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 169,445 | ||||||||
JPY | 832,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 167,822 | ||||||||
Total Currency Options | 337,267 | ||||||||||
TOTAL OPTIONS PURCHASED (COST $510,111) | 337,267 | ||||||||||
MUTUAL FUNDS — 97.5% | |||||||||||
United States — 97.5% | |||||||||||
Affiliated Issuers | |||||||||||
477,940 | GMO Emerging Country Debt Fund, Class III | 4,559,546 | |||||||||
4,649,939 | GMO Short-Duration Collateral Fund | 109,366,575 | |||||||||
5,496 | GMO Special Purpose Holding Fund (a) (b) | 4,012 | |||||||||
1,107,222 | GMO World Opportunity Overlay Fund | 29,274,955 | |||||||||
Total United States | 143,205,088 | ||||||||||
TOTAL MUTUAL FUNDS (COST $150,077,261) | 143,205,088 | ||||||||||
SHORT-TERM INVESTMENTS — 3.5% | |||||||||||
Money Market Funds — 0.8% | |||||||||||
1,100,285 | State Street Institutional Liquid Cash Reserves Fund-Institutional Class | 1,100,285 | |||||||||
Other Short-Term Investments — 2.7% | |||||||||||
4,000,000 | U.S. Treasury Bill, 1.69%, due 09/25/08 (c) (d) | 3,995,386 | |||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $5,095,671) | 5,095,671 | ||||||||||
TOTAL INVESTMENTS — 101.2% (Cost $155,683,043) | 148,638,026 | ||||||||||
Other Assets and Liabilities (net) — (1.2%) | (1,818,437 | ||||||||||
TOTAL NET ASSETS — 100.0% | $ | 146,819,589 |
See accompanying notes to the financial statements.
2
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
9/09/08 | AUD | 7,900,000 | $ | 6,777,905 | $ | (766,595 | ) | ||||||||||||
9/02/08 | CAD | 3,029 | 2,853 | (11 | ) | ||||||||||||||
9/16/08 | CAD | 1,800,000 | 1,694,884 | (27,274 | ) | ||||||||||||||
10/07/08 | CHF | 1,700,000 | 1,544,463 | (18,770 | ) | ||||||||||||||
10/07/08 | CHF | 1,600,000 | 1,453,612 | (854 | ) | ||||||||||||||
10/21/08 | EUR | 9,400,000 | 13,754,997 | (690,641 | ) | ||||||||||||||
10/21/08 | EUR | 1,900,000 | 2,780,265 | (36,181 | ) | ||||||||||||||
9/02/08 | GBP | 75,160 | 137,005 | (6,623 | ) | ||||||||||||||
9/23/08 | GBP | 2,400,000 | 4,368,171 | (417,429 | ) | ||||||||||||||
10/28/08 | JPY | 240,000,000 | 2,212,230 | 15,795 | |||||||||||||||
10/14/08 | NZD | 2,800,000 | 1,947,491 | (47,509 | ) | ||||||||||||||
$ | 36,673,876 | $ | (1,996,092 | ) | |||||||||||||||
Sales | |||||||||||||||||||
9/09/08 | AUD | 600,000 | $ | 514,778 | $ | 65,182 | |||||||||||||
9/09/08 | AUD | 7,700,000 | 6,606,313 | 48,733 | |||||||||||||||
9/09/08 | AUD | 2,000,000 | 1,715,925 | 19,255 | |||||||||||||||
9/02/08 | CAD | 145 | 136 | 93 | |||||||||||||||
9/16/08 | CAD | 7,100,000 | 6,685,377 | 344,256 | |||||||||||||||
9/16/08 | CAD | 2,400,000 | 2,259,846 | 31,514 | |||||||||||||||
10/07/08 | CHF | 900,000 | 817,657 | 46,896 | |||||||||||||||
9/23/08 | GBP | 1,200,000 | 2,184,086 | 122,266 | |||||||||||||||
9/23/08 | GBP | 1,900,000 | 3,458,135 | 68,419 | |||||||||||||||
10/28/08 | JPY | 1,414,600,000 | 13,039,253 | (18,266 | ) | ||||||||||||||
10/28/08 | JPY | 150,000,000 | 1,382,644 | 3,511 | |||||||||||||||
9/02/08 | NOK | 405,635 | 74,802 | 503 | |||||||||||||||
$ | 38,738,952 | $ | 732,362 |
See accompanying notes to the financial statements.
3
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Cross Currency Contracts
Settlement Date | Deliver/Units of Currency | Receive/In Exchange For | Net Unrealized Appreciation (Depreciation) | ||||||||||||
9/02/08 | EUR | 4,200,000 | NOK | 33,669,635 | $ | 47,349 | |||||||||
9/30/08 | EUR | 9,500,000 | SEK | 89,406,673 | (81,565 | ) | |||||||||
11/04/08 | EUR | 4,200,000 | NOK | 33,357,240 | (27,774 | ) | |||||||||
9/02/08 | NOK | 33,264,000 | EUR | 4,200,000 | 27,453 | ||||||||||
$ | (34,537 | ) |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
56 | Canadian Government Bond 10 Yr. | December 2008 | $ | 6,300,396 | $ | (9,659 | ) | ||||||||||||
258 | Euro BOBL | September 2008 | 40,949,796 | 301,050 | |||||||||||||||
555 | Euro Bund | September 2008 | 92,950,528 | 1,264,223 | |||||||||||||||
800 | Federal Fund 30 day | September 2008 | 326,642,796 | (1,204 | ) | ||||||||||||||
32 | U.S. Long Bond (CBT) | December 2008 | 3,754,000 | (19,846 | ) | ||||||||||||||
31 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | 3,470,062 | (271 | ) | ||||||||||||||
36 | UK Gilt Long Bond | December 2008 | 7,345,138 | 16,960 | |||||||||||||||
$ | 481,412,716 | $ | 1,551,253 | ||||||||||||||||
Sales | |||||||||||||||||||
62 | Australian Government Bond 10 Yr. | September 2008 | $ | 5,436,278 | $ | (88,059 | ) | ||||||||||||
45 | Australian Government Bond 3 Yr. | September 2008 | 3,901,525 | (18,382 | ) | ||||||||||||||
2 | Japanese Government Bond 10 Yr. (TSE) | September 2008 | 2,542,981 | (8,027) | |||||||||||||||
8 | U.S. Treasury Note 10 Yr. | December 2008 | 924,000 | 2,039 | |||||||||||||||
54 | U.S. Treasury Note 2 Yr. (CBT) | December 2008 | 11,463,188 | (2,694 | ) | ||||||||||||||
$ | 24,267,972 | $ | (115,123 | ) |
See accompanying notes to the financial statements.
4
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options
A summary of open written option contracts for the Fund at August 31, 2008 is as follows:
Currency Options
Principal Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||
JPY | 840,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | $ | (80,895 | ) | $ | (32,626 | ) | ||||||||||||||
JPY | 832,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | (75,565 | ) | (32,306 | ) | ||||||||||||||||
$ | (156,460 | ) | $ | (64,932 | ) |
Swap Agreements
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
4,000,000 | SEK | 9/17/2013 | Deutsche Bank AG | Receive | 4.40 | % | 3 month | ||||||||||||||||||||||||
SEK STIBOR | $ | (16,290 | ) | ||||||||||||||||||||||||||||
13,200,000 | SEK | 9/17/2013 | JP Morgan Chase Bank | Receive | 4.40 | % | 3 month SEK STIBOR | (53,756 | ) | ||||||||||||||||||||||
9,500,000 | CHF | 9/17/2013 | Deutsche Bank AG | Receive | 2.90 | % | 6 month CHF LIBOR | (86,743 | ) | ||||||||||||||||||||||
9,400,000 | CHF | 9/17/2013 | JP Morgan Chase Bank | Receive | 2.90 | % | 6 month CHF LIBOR | (85,830 | ) | ||||||||||||||||||||||
4,200,000 | AUD | 3/19/2018 | JP Morgan Chase Bank | Receive | 7.07 | % | 6 month AUD BBSW | 113,829 | |||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 245,413 | $ | (128,790 | ) |
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
5
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
BBSW - Bank Bill Swap Reference Rate
LIBOR - London Interbank Offered Rate
STIBOR - Stockholm Interbank Offered Rate
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Underlying investment represents interests in defaulted securities.
(c) Rate shown represents yield-to-maturity.
(d) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
Currency Abbreviations:
AUD - Australian Dollar CAD - Canadian Dollar CHF - Swiss Franc EUR - Euro GBP - B ritish Pound JPY - Japanese Yen NOK - Norwegian Krone NZD - New Zealand Dollar SEK - Swedish Krona USD - United States Dollar | |||
See accompanying notes to the financial statements.
6
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $5,605,782) (Note 2) | $ | 5,432,938 | |||||
Investments in affiliated issuers, at value (cost $150,077,261) (Notes 2 and 8) | 143,205,088 | ||||||
Foreign currency, at value (cost $67,634) (Note 2) | 65,327 | ||||||
Dividends and interest receivable | 2,969 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 841,225 | ||||||
Receivable for open swap contracts (Note 2) | 113,829 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 15,158 | ||||||
Total assets | 149,676,534 | ||||||
Liabilities: | |||||||
Written options outstanding, at value (premiums $156,460) (Note 2) | 64,932 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 31,428 | ||||||
Shareholder service fee | 18,857 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 301 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 2,139,492 | ||||||
Interest payable for open swap contracts | 17,005 | ||||||
Payable for open swap contracts (Note 2) | 242,619 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 279,055 | ||||||
Accrued expenses | 63,256 | ||||||
Total liabilities | 2,856,945 | ||||||
Net assets | $ | 146,819,589 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 162,280,000 | |||||
Distributions in excess of net investment income | (21,008,814 | ) | |||||
Accumulated net realized gain | 12,249,713 | ||||||
Net unrealized depreciation | (6,701,310 | ) | |||||
$ | 146,819,589 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 146,819,589 | |||||
Shares outstanding: | |||||||
Class III | 17,174,714 | ||||||
Net asset value per share: | |||||||
Class III | $ | 8.55 |
See accompanying notes to the financial statements.
7
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 759,314 | |||||
Dividends | 19,423 | ||||||
Interest | 14,275 | ||||||
Total investment income | 793,012 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 188,460 | ||||||
Shareholder service fee – Class III (Note 3) | 113,076 | ||||||
Custodian, fund accounting agent and transfer agent fees | 44,252 | ||||||
Audit and tax fees | 33,856 | ||||||
Legal fees | 2,484 | ||||||
Trustees fees and related expenses (Note 3) | 822 | ||||||
Registration fees | 368 | ||||||
Miscellaneous | 1,012 | ||||||
Total expenses | 384,330 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (80,868 | ) | |||||
Expense reductions (Note 2) | (7 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (9,991 | ) | |||||
Shareholder service fee waived (Note 3) | (3,520 | ) | |||||
Net expenses | 289,944 | ||||||
Net investment income (loss) | 503,068 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | (694 | ) | |||||
Investments in affiliated issuers | (1,954,788 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 111,247 | ||||||
Closed futures contracts | (1,560,241 | ) | |||||
Closed swap contracts | 306,147 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 1,135,982 | ||||||
Net realized gain (loss) | (1,962,347 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (172,844 | ) | |||||
Investments in affiliated issuers | 215,478 | ||||||
Open futures contracts | (1,109,964 | ) | |||||
Open swap contracts | 93,710 | ||||||
Written options | 91,528 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (1,790,444 | ) | |||||
Net unrealized gain (loss) | (2,672,536 | ) | |||||
Net realized and unrealized gain (loss) | (4,634,883 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (4,131,815 | ) |
See accompanying notes to the financial statements.
8
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 503,068 | $ | 7,963,490 | |||||||
Net realized gain (loss) | (1,962,347 | ) | (14,143,454 | ) | |||||||
Change in net unrealized appreciation (depreciation) | (2,672,536 | ) | (1,305,226 | ) | |||||||
Net increase (decrease) in net assets from operations | (4,131,815 | ) | (7,485,190 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (315,341 | ) | ||||||||
Return of capital | |||||||||||
Class III | — | (2,600,431 | ) | ||||||||
— | (2,915,772 | ) | |||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (5,000,391 | ) | (108,068,985 | ) | |||||||
Total increase (decrease) in net assets | (9,132,206 | ) | (118,469,947 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 155,951,795 | 274,421,742 | |||||||||
End of period (including distributions in excess of net investment income of $21,008,814 and $21,511,882, respectively) | $ | 146,819,589 | $ | 155,951,795 |
See accompanying notes to the financial statements.
9
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 8.79 | $ | 9.21 | $ | 9.04 | $ | 9.59 | $ | 9.16 | $ | 8.85 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.03 | 0.33 | 0.17 | 0.18 | 0.14 | 0.06 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.27 | ) | (0.62 | ) | 0.15 | 0.39 | 0.44 | 0.76 | |||||||||||||||||||
Total from investment operations | (0.24 | ) | (0.29 | ) | 0.32 | 0.57 | 0.58 | 0.82 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.01 | ) | — | (1.00 | )(b) | (0.15 | ) | (0.51 | ) | |||||||||||||||||
From net realized gains | — | — | (0.14 | ) | (0.12 | ) | — | — | |||||||||||||||||||
Return of capital | — | (0.12 | ) | (0.01 | ) | — | — | — | |||||||||||||||||||
Total distributions | — | (0.13 | ) | (0.15 | ) | (1.12 | ) | (0.15 | ) | (0.51 | ) | ||||||||||||||||
Net asset value, end of period | $ | 8.55 | $ | 8.79 | $ | 9.21 | $ | 9.04 | $ | 9.59 | $ | 9.16 | |||||||||||||||
Total Return(c) | (2.73 | )%** | (3.08 | )% | 3.58 | % | 6.01 | % | 6.35 | % | 9.53 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 146,820 | $ | 155,952 | $ | 274,422 | $ | 953,894 | $ | 1,015,009 | $ | 222,872 | |||||||||||||||
Net expenses to average daily net assets(d) | 0.38 | %*(e) | 0.38 | %(e) | 0.39 | % | 0.39 | % | 0.39 | % | 0.38 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 0.67 | %* | 3.62 | % | 1.93 | % | 1.91 | % | 1.51 | % | 0.68 | % | |||||||||||||||
Portfolio turnover rate | 18 | %** | 55 | % | 25 | % | 49 | % | 44 | % | 36 | % | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.13 | %* | 0.09 | % | 0.06 | % | 0.06 | % | 0.09 | % | 0.24 | % |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) Distributions from net investment income include amounts (approximately $0.49 per share) from foreign currency transactions which are treated as realized capital gain for book purposes.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
10
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Currency Hedged International Bond Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the JPMorgan Non-U.S. Government Bond Index (Hedged) (ex-Japan). The Fund typically invests in bonds included in the JPMorgan Non-U.S. Government Bond Index (Hedged) (ex-Japan) and in securities and instruments with similar characteristics. The Fund seeks additional returns by seeking to exploit differences in global interest rates and currency and emerging country debt markets. The Fund may invest a substantial portion of its assets in shares of GMO Short-Duration Collateral Fund; futures contracts, currency options, currency forwards, swap contracts, and other types of derivatives; investment-grade bonds denominated in various currencies, including foreign and U.S. government securities and asset-backed securities issued by foreign governments and U.S. government agencies (including securities neither guaranteed nor insured by the U.S. government), corporate bonds, and mortgage- backed and other asset-backed securities issued by private issuers; shares of GMO World Opportunity Overlay Fund; and up to 5% of the Fund's total assets in sovereign debt of emerging countries (including below investment grade securities (also known as "junk bonds")), primarily through investment in shares of GMO Emerging Country Debt Fund ("ECDF").
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect). Shares of GMO Special Purpose Holding Fund, GMO World Opportunity Overlay Fund and GMO Short-Duration Collateral Fund are not publicly available.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
11
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 35.13% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $12,445 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it
12
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 4,559,546 | $ | 1,649,599 | |||||||
Level 2 - Other Significant Observable Inputs | 144,074,468 | 955,054 | |||||||||
Level 3 - Significant Unobservable Inputs | 4,012 | — | |||||||||
Total | $ | 148,638,026 | $ | 2,604,653 |
* Other financial instruments include foreign currency, forward currency contracts, futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (148,142 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (2,447,043 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (2,595,185 | ) |
** Other financial instruments include forward currency contracts, futures contracts, swap agreements and written options.
13
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 6,924 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 9,506 | ||||||||||
Realized gain distributions paid | (12,445 | ) | |||||||||
Change in unrealized appreciation/depreciation | 27 | — | |||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 4,012 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the
14
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
15
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
For the period ended August 31, 2008, the Fund's investment activity in written options contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | — | $ | — | — | $ | — | ||||||||||||
Options written | — | — | JPY | (1,672,000,000 | ) | (156,460 | ) | ||||||||||||
Options exercised | — | — | — | — | |||||||||||||||
Options expired | — | — | — | — | |||||||||||||||
Options sold | — | — | — | — | |||||||||||||||
Outstanding, end of period | $ | — | $ | — | JPY | (1,672,000,000 | ) | $ | (156,460 | ) |
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that has sold the participation in the loan
16
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. The Fund had no loan agreements outstanding at the end of the period.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segre gate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ
17
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is
18
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $2,100,592.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/28/2009 | $ | (876,665 | ) | ||||
Total | $ | (876,665 | ) |
19
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 163,290,179 | $ | 583,284 | $ | (15,235,437 | ) | $ | (14,652,153 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the
20
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares. The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.25% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any
21
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes) (collectively, "Excluded Fund Fees and Expenses"). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 30, 2009 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Fund Fees and Expenses) and (b) the amount of fees and expenses incurred indirectly by the Fund through its investment in ECDF (excluding ECDF's Excluded Fund Fees a nd Expenses), exceeds 0.25% of the Fund's average daily net assets, subject to a maximum total reimbursement to the Fund equal to 0.25% of the Fund's average daily net assets.
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.016 | % | 0.005 | % | 0.009 | % | 0.030 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $730 and $368, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration is paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008, aggregated $25,318,226 and $30,300,000, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that
22
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 99.20% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 99.20% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 311 | $ | 2,741 | 5,140,961 | $ | 46,315,270 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | — | — | 335,743 | 2,900,816 | |||||||||||||||
Shares repurchased | (576,030 | ) | (5,003,132 | ) | (17,538,414 | ) | (157,285,071 | ) | |||||||||||
Net increase (decrease) | (575,719 | ) | $ | (5,000,391 | ) | (12,061,710 | ) | $ | (108,068,985 | ) |
23
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class III | $ | 4,677,363 | $ | 123,955 | $ | — | $ | 25,154 | $ | 98,802 | $ | 4,559,546 | |||||||||||||||
GMO Short-Duration Collateral Fund | 114,475,125 | 23,784,160 | 26,500,000 | 734,160 | — | 109,366,575 | |||||||||||||||||||||
GMO Special Purpose Holding Fund | 6,924 | — | — | — | 12,445 | 4,012 | |||||||||||||||||||||
GMO World Opportunity Overlay Fund | 31,276,870 | 900,000 | 3,800,000 | — | — | 29,274,955 | |||||||||||||||||||||
Totals | $ | 150,436,282 | $ | 24,808,115 | $ | 30,300,000 | $ | 759,314 | $ | 111,247 | $ | 143,205,088 |
9. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.93% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
24
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In
25
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clien ts, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most other expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associ ated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered
26
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
27
GMO Currency Hedged International Bond Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.41 | % | $ | 1,000.00 | $ | 972.70 | $ | 2.04 | |||||||||||
2) Hypothetical | 0.41 | % | $ | 1,000.00 | $ | 1,023.14 | $ | 2.09 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
28
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.6 | % | |||||
Short-Term Investments | 2.8 | ||||||
Other | 0.6 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 30.8 | % | |||||
Consumer Staples | 26.7 | ||||||
Information Technology | 20.1 | ||||||
Energy | 12.5 | ||||||
Industrials | 4.5 | ||||||
Consumer Discretionary | 3.1 | ||||||
Telecommunication Services | 2.3 | ||||||
100.0 | % |
1
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.6% | |||||||||||||||
Consumer Discretionary — 3.0% | |||||||||||||||
7,470,000 | Home Depot, Inc. | 202,586,400 | |||||||||||||
2,275,000 | Lowe's Cos., Inc. | 56,056,000 | |||||||||||||
429,000 | McDonald's Corp. | 26,619,450 | |||||||||||||
358,700 | Target Corp. | 19,018,274 | |||||||||||||
Total Consumer Discretionary | 304,280,124 | ||||||||||||||
Consumer Staples — 25.8% | |||||||||||||||
744,600 | Avon Products, Inc. | 31,891,218 | |||||||||||||
350,500 | Campbell Soup Co. | 12,901,905 | |||||||||||||
262,900 | Clorox Co. | 15,537,390 | |||||||||||||
11,025,700 | Coca-Cola Co. (The) | 574,108,199 | |||||||||||||
1,291,700 | Colgate-Palmolive Co. | 98,207,951 | |||||||||||||
194,300 | Energizer Holdings, Inc. * | 16,503,842 | |||||||||||||
536,600 | Estee Lauder Cos. (The), Inc.-Class A | 26,706,582 | |||||||||||||
367,800 | General Mills, Inc. | 24,341,004 | |||||||||||||
179,500 | Hershey Co. (The) | 6,478,155 | |||||||||||||
248,200 | HJ Heinz Co. | 12,489,424 | |||||||||||||
426,600 | Kellogg Co. | 23,224,104 | |||||||||||||
1,200,300 | Kimberly-Clark Corp. | 74,034,504 | |||||||||||||
1,048,700 | Kraft Foods, Inc. | 33,044,537 | |||||||||||||
7,348,900 | PepsiCo, Inc. | 503,252,672 | |||||||||||||
5,374,900 | Procter & Gamble Co. (The) | 375,006,773 | |||||||||||||
2,732,100 | Walgreen Co. | 99,530,403 | |||||||||||||
10,594,300 | Wal-Mart Stores, Inc. | 625,805,301 | |||||||||||||
490,300 | WM Wrigley Jr. Co. | 38,969,044 | |||||||||||||
Total Consumer Staples | 2,592,033,008 | ||||||||||||||
Energy — 12.1% | |||||||||||||||
5,688,200 | Chevron Corp. | 491,005,424 | |||||||||||||
1,649,100 | ConocoPhillips | 136,067,241 | |||||||||||||
7,298,300 | Exxon Mobil Corp. | 583,936,983 | |||||||||||||
Total Energy | 1,211,009,648 |
See accompanying notes to the financial statements.
2
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — 29.7% | |||||||||||||||
2,497,105 | Abbott Laboratories | 143,408,740 | |||||||||||||
1,621,160 | Amgen, Inc. * | 101,889,906 | |||||||||||||
823,500 | Bristol-Myers Squibb Co. | 17,573,490 | |||||||||||||
1,107,400 | Coventry Health Care, Inc. * | 38,781,148 | |||||||||||||
4,155,873 | Eli Lilly & Co. | 193,871,476 | |||||||||||||
436,300 | Express Scripts, Inc. * | 32,028,783 | |||||||||||||
872,800 | Forest Laboratories, Inc. * | 31,150,232 | |||||||||||||
8,984,100 | Johnson & Johnson | 632,750,163 | |||||||||||||
2,021,430 | Medtronic, Inc. | 110,370,078 | |||||||||||||
5,961,000 | Merck & Co., Inc. | 212,628,870 | |||||||||||||
32,893,500 | Pfizer, Inc. | 628,594,785 | |||||||||||||
597,100 | Stryker Corp. | 40,119,149 | |||||||||||||
14,564,394 | UnitedHealth Group, Inc. | 443,485,797 | |||||||||||||
1,436,600 | WellPoint, Inc. * | 75,838,114 | |||||||||||||
3,251,920 | Wyeth | 140,743,098 | |||||||||||||
1,988,700 | Zimmer Holdings, Inc. * | 143,961,993 | |||||||||||||
Total Health Care | 2,987,195,822 | ||||||||||||||
Industrials — 4.4% | |||||||||||||||
1,693,500 | 3M Co. | 121,254,600 | |||||||||||||
845,700 | Danaher Corp. | 68,983,749 | |||||||||||||
785,600 | General Dynamics Corp. | 72,510,880 | |||||||||||||
367,200 | L-3 Communications Holdings, Inc. | 38,166,768 | |||||||||||||
904,400 | United Parcel Service, Inc.-Class B | 57,990,128 | |||||||||||||
1,285,200 | United Technologies Corp. | 84,296,268 | |||||||||||||
Total Industrials | 443,202,393 | ||||||||||||||
Information Technology — 19.4% | |||||||||||||||
8,252,600 | Cisco Systems, Inc. * | 198,475,030 | |||||||||||||
623,700 | Citrix Systems, Inc. * | 18,879,399 | |||||||||||||
1,599,100 | Dell, Inc. * | 34,748,443 | |||||||||||||
5,226,273 | eBay, Inc. * | 130,290,986 | |||||||||||||
437,100 | Fiserv, Inc. * | 22,668,006 | |||||||||||||
284,760 | Google, Inc.-Class A * | 131,926,460 |
See accompanying notes to the financial statements.
3
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares/ Par Value ($) | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
324,500 | Hewlett-Packard Co. | 15,225,540 | |||||||||||||
1,198,600 | International Business Machines Corp. | 145,905,578 | |||||||||||||
24,049,500 | Microsoft Corp. | 656,310,855 | |||||||||||||
12,622,500 | Oracle Corp. * | 276,811,425 | |||||||||||||
6,101,000 | Qualcomm, Inc. | 321,217,650 | |||||||||||||
Total Information Technology | 1,952,459,372 | ||||||||||||||
Telecommunication Services — 2.2% | |||||||||||||||
3,126,595 | AT&T, Inc. | 100,019,774 | |||||||||||||
3,392,700 | Verizon Communications, Inc. | 119,151,624 | |||||||||||||
Total Telecommunication Services | 219,171,398 | ||||||||||||||
TOTAL COMMON STOCKS (COST $10,096,497,300) | 9,709,351,765 | ||||||||||||||
SHORT-TERM INVESTMENTS — 2.8% | |||||||||||||||
Money Market Funds — 0.2% | |||||||||||||||
25,387,112 | State Street Institutional Treasury Money Market Fund-Institutional Class | 25,387,112 | |||||||||||||
Other Short-Term Investments — 2.6% | |||||||||||||||
75,877,248 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 75,877,248 | |||||||||||||
187,410,000 | U.S. Treasury Bill, 1.70%, due 01/22/09 (a) | 186,164,473 | |||||||||||||
Total Other Short-Term Investments | 262,041,721 | ||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $287,334,379) | 287,428,833 | ||||||||||||||
TOTAL INVESTMENTS — 99.4% (Cost $10,383,831,679) | 9,996,780,598 | ||||||||||||||
Other Assets and Liabilities (net) — 0.6% | 55,720,589 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 10,052,501,187 |
See accompanying notes to the financial statements.
4
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
* Non-income producing security.
(a) Rate shown represents yield-to-maturity.
See accompanying notes to the financial statements.
5
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $10,383,831,679) (Note 2) | $ | 9,996,780,598 | |||||
Receivable for Fund shares sold | 29,194,331 | ||||||
Dividends and interest receivable | 34,314,445 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 120,249 | ||||||
Total assets | 10,060,409,623 | ||||||
Liabilities: | |||||||
Payable for Fund shares repurchased | 4,100,011 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 2,802,882 | ||||||
Shareholder service fee | 669,292 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 17,194 | ||||||
Accrued expenses | 319,057 | ||||||
Total liabilities | 7,908,436 | ||||||
Net assets | $ | 10,052,501,187 |
See accompanying notes to the financial statements.
6
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 10,414,923,909 | |||||
Accumulated undistributed net investment income | 35,867,439 | ||||||
Distributions in excess of net realized gain | (11,239,080 | ) | |||||
Net unrealized depreciation | (387,051,081 | ) | |||||
$ | 10,052,501,187 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 2,065,943,956 | |||||
Class IV shares | $ | 340,943,714 | |||||
Class V shares | $ | 713,781,517 | |||||
Class VI shares | $ | 6,931,832,000 | |||||
Shares outstanding: | |||||||
Class III | 102,388,650 | ||||||
Class IV | 16,886,850 | ||||||
Class V | 35,374,447 | ||||||
Class VI | 343,483,702 | ||||||
Net asset value per share: | |||||||
Class III | $ | 20.18 | |||||
Class IV | $ | 20.19 | |||||
Class V | $ | 20.18 | |||||
Class VI | $ | 20.18 |
See accompanying notes to the financial statements.
7
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 103,582,665 | |||||
Interest | 3,321,103 | ||||||
Total investment income | 106,903,768 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 14,992,775 | ||||||
Shareholder service fee – Class III (Note 3) | 1,523,037 | ||||||
Shareholder service fee – Class IV (Note 3) | 241,269 | ||||||
Shareholder service fee – Class V (Note 3) | 290,309 | ||||||
Shareholder service fee – Class VI (Note 3) | 1,626,123 | ||||||
Custodian, fund accounting agent and transfer agent fees | 463,312 | ||||||
Audit and tax fees | 27,508 | ||||||
Legal fees | 99,452 | ||||||
Trustees fees and related expenses (Note 3) | 48,737 | ||||||
Registration fees | 21,160 | ||||||
Miscellaneous | 53,544 | ||||||
Total expenses | 19,387,226 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (640,872 | ) | |||||
Expense reductions (Note 2) | (11,321 | ) | |||||
Net expenses | 18,735,033 | ||||||
Net investment income (loss) | 88,168,735 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 6,611,618 | ||||||
Closed futures contracts | 3,645,207 | ||||||
Net realized gain (loss) | 10,256,825 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (94,641,319 | ) | |||||
Open futures contracts | 1,766,065 | ||||||
Net unrealized gain (loss) | (92,875,254 | ) | |||||
Net realized and unrealized gain (loss) | (82,618,429 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | 5,550,306 |
See accompanying notes to the financial statements.
8
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 88,168,735 | $ | 121,864,661 | |||||||
Net realized gain (loss) | 10,256,825 | 186,050,940 | |||||||||
Change in net unrealized appreciation (depreciation) | (92,875,254 | ) | (588,383,993 | ) | |||||||
Net increase (decrease) in net assets from operations | 5,550,306 | (280,468,392 | ) | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (16,818,662 | ) | (31,023,169 | ) | |||||||
Class IV | (3,931,673 | ) | (11,111,773 | ) | |||||||
Class V | (5,841,017 | ) | (7,018,463 | ) | |||||||
Class VI | (51,290,655 | ) | (60,979,925 | ) | |||||||
Total distributions from net investment income | (77,882,007 | ) | (110,133,330 | ) | |||||||
Net realized gains | |||||||||||
Class III | (11,560,804 | ) | (50,769,370 | ) | |||||||
Class IV | (2,647,196 | ) | (13,927,910 | ) | |||||||
Class V | (3,886,453 | ) | (12,819,629 | ) | |||||||
Class VI | (33,978,058 | ) | (101,916,040 | ) | |||||||
Total distributions from net realized gains | (52,072,511 | ) | (179,432,949 | ) | |||||||
(129,954,518 | ) | (289,566,279 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 95,175,420 | 572,435,769 | |||||||||
Class IV | (82,625,222 | ) | (356,639,901 | ) | |||||||
Class V | 58,378,703 | 450,705,666 | |||||||||
Class VI | 1,769,193,595 | 3,017,011,171 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | 1,840,122,496 | 3,683,512,705 | |||||||||
Total increase (decrease) in net assets | 1,715,718,284 | 3,113,478,034 | |||||||||
Net assets: | |||||||||||
Beginning of period | 8,336,782,903 | 5,223,304,869 | |||||||||
End of period (including accumulated undistributed net investment income of $35,867,439 and $25,580,711, respectively) | $ | 10,052,501,187 | $ | 8,336,782,903 |
See accompanying notes to the financial statements.
9
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004(a) | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 20.56 | $ | 21.78 | $ | 20.81 | $ | 20.03 | $ | 19.93 | $ | 20.00 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.19 | 0.39 | 0.35 | 0.32 | 0.39 | 0.01 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.28 | ) | (0.70 | ) | 1.12 | 0.72 | (0.05 | ) | (0.08 | ) | |||||||||||||||||
Total from investment operations | (0.09 | ) | (0.31 | ) | 1.47 | 1.04 | 0.34 | (0.07 | ) | ||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.17 | ) | (0.36 | ) | (0.34 | ) | (0.22 | ) | (0.24 | ) | — | ||||||||||||||||
From net realized gains | (0.12 | ) | (0.55 | ) | (0.16 | ) | (0.04 | ) | — | — | |||||||||||||||||
Total distributions | (0.29 | ) | (0.91 | ) | (0.50 | ) | (0.26 | ) | (0.24 | ) | — | ||||||||||||||||
Net asset value, end of period | $ | 20.18 | $ | 20.56 | $ | 21.78 | $ | 20.81 | $ | 20.03 | $ | 19.93 | |||||||||||||||
Total Return(b) | (0.40 | )%** | (1.76 | )% | 7.18 | % | 5.28 | % | 1.72 | % | (0.35 | )%** | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 2,065,944 | $ | 2,003,758 | $ | 1,575,300 | $ | 1,108,088 | $ | 463,848 | $ | 18,966 | |||||||||||||||
Net expenses to average daily net assets | 0.48 | %(c)* | 0.48 | %(c) | 0.48 | % | 0.48 | % | 0.48 | % | 0.47 | %* | |||||||||||||||
Net investment income to average daily net assets | 1.84 | %* | 1.74 | % | 1.64 | % | 1.58 | % | 1.98 | % | 1.22 | %* | |||||||||||||||
Portfolio turnover rate | 14 | %** | 46 | % | 50 | % | 52 | % | 66 | % | 2 | %** | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.02 | % | 0.02 | % | 0.02 | % | 0.04 | % | 1.59 | %* |
(a) Period from February 6, 2004 (commencement of operations) through February 29, 2004.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
10
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004(a) | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 20.57 | $ | 21.80 | $ | 20.82 | $ | 20.03 | $ | 19.93 | $ | 20.00 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.19 | 0.40 | 0.37 | 0.32 | 0.38 | 0.01 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.27 | ) | (0.71 | ) | 1.11 | 0.74 | (0.03 | ) | (0.08 | ) | |||||||||||||||||
Total from investment operations | (0.08 | ) | (0.31 | ) | 1.48 | 1.06 | 0.35 | (0.07 | ) | ||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.18 | ) | (0.37 | ) | (0.34 | ) | (0.23 | ) | (0.25 | ) | — | ||||||||||||||||
From net realized gains | (0.12 | ) | (0.55 | ) | (0.16 | ) | (0.04 | ) | — | — | |||||||||||||||||
Total distributions | (0.30 | ) | (0.92 | ) | (0.50 | ) | (0.27 | ) | (0.25 | ) | — | ||||||||||||||||
Net asset value, end of period | $ | 20.19 | $ | 20.57 | $ | 21.80 | $ | 20.82 | $ | 20.03 | $ | 19.93 | |||||||||||||||
Total Return(b) | (0.37 | )%** | (1.77 | )% | 7.19 | % | 5.37 | % | 1.75 | % | (0.35 | )%** | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 340,944 | $ | 432,046 | $ | 800,458 | $ | 2,005,417 | $ | 938,586 | $ | 137,835 | |||||||||||||||
Net expenses to average daily net assets | 0.43 | %(c)* | 0.44 | %(c) | 0.44 | % | 0.44 | % | 0.44 | % | 0.44 | %* | |||||||||||||||
Net investment income to average daily net assets | 1.86 | %* | 1.78 | % | 1.79 | % | 1.62 | % | 1.92 | % | 0.99 | %* | |||||||||||||||
Portfolio turnover rate | 14 | %** | 46 | % | 50 | % | 52 | % | 66 | % | 2 | %** | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.02 | % | 0.02 | % | 0.02 | % | 0.04 | % | 1.59 | %* |
(a) Period from February 6, 2004 (commencement of operations) through February 29, 2004.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
11
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class V share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 20.56 | $ | 21.79 | $ | 21.91 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)† | 0.20 | 0.41 | 0.07 | ||||||||||||
Net realized and unrealized gain (loss) | (0.28 | ) | (0.72 | ) | 0.04 | ||||||||||
Total from investment operations | (0.08 | ) | (0.31 | ) | 0.11 | ||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.18 | ) | (0.37 | ) | (0.09 | ) | |||||||||
From net realized gains | (0.12 | ) | (0.55 | ) | (0.14 | ) | |||||||||
Total distributions | (0.30 | ) | (0.92 | ) | (0.23 | ) | |||||||||
Net asset value, end of period | $ | 20.18 | $ | 20.56 | $ | 21.79 | |||||||||
Total Return(b) | (0.36 | )%** | (1.75 | )% | 0.49 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 713,782 | $ | 663,616 | $ | 259,430 | |||||||||
Net expenses to average daily net assets | 0.42 | %(c)* | 0.42 | %(c) | 0.42 | %* | |||||||||
Net investment income to average daily net assets | 1.93 | %* | 1.83 | % | 1.40 | %* | |||||||||
Portfolio turnover rate | 14 | %** | 46 | % | 50 | %*** | |||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.02 | % | 0.02 | %* |
(a) Period from December 8, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
*** Calculation represents portfolio turnover rate of the Fund for the year ended February 28, 2007.
See accompanying notes to the financial statements.
12
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 20.57 | $ | 21.79 | $ | 21.91 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)† | 0.20 | 0.41 | 0.07 | ||||||||||||
Net realized and unrealized gain (loss) | (0.29 | ) | (0.70 | ) | 0.04 | ||||||||||
Total from investment operations | (0.09 | ) | (0.29 | ) | 0.11 | ||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.18 | ) | (0.38 | ) | (0.09 | ) | |||||||||
From net realized gains | (0.12 | ) | (0.55 | ) | (0.14 | ) | |||||||||
Total distributions | (0.30 | ) | (0.93 | ) | (0.23 | ) | |||||||||
Net asset value, end of period | $ | 20.18 | $ | 20.57 | $ | 21.79 | |||||||||
Total Return(b) | (0.39 | )%** | (1.67 | )% | 0.49 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 6,931,832 | $ | 5,237,363 | $ | 2,588,116 | |||||||||
Net expenses to average daily net assets | 0.39 | %(c)* | 0.39 | %(c) | 0.39 | %* | |||||||||
Net investment income to average daily net assets | 1.98 | %* | 1.84 | % | 1.43 | %* | |||||||||
Portfolio turnover rate | 14 | %** | 46 | % | 50 | %*** | |||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.02 | % | 0.02 | %* |
(a) Period from December 8, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
*** Calculation represents portfolio turnover rate of the Fund for the year ended February 28, 2007.
See accompanying notes to the financial statements.
13
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO U.S. Quality Equity Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the S&P 500 Index. The Fund typically makes equity investments in companies that issue stocks included in the S&P 500 Index, and in companies with similar market capitalizations. The Fund may hold fewer than 100 stocks. The Fund reserves the right to make tactical allocations of up to 20% of its net assets to investments in cash and other high quality investments.
As of August 31, 2008, the Fund had four classes of shares outstanding: Class III, Class IV, Class V and Class VI. Each class of shares bears a different level of shareholder service fees.
2. Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
14
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 9,971,393,486 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 25,387,112 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 9,996,780,598 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures
15
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the
16
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid
17
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 10,422,239,509 | $ | 373,110,763 | $ | (798,569,674 | ) | $ | (425,458,911 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
18
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclo sures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares, 0.105% for Class IV shares, 0.085% for Class V shares and 0.055% for Class VI shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.33% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an
19
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $42,297 and $24,104, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $3,065,740,468 and $1,176,506,023, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 30.71% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of this shareholder may have a material effect on the Fund.
As of August 31, 2008, 0.31% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 65.33% of the Fund's shares were held by accounts for which the Manager has investment discretion.
20
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 15,007,671 | $ | 302,701,237 | 50,996,071 | $ | 1,139,966,142 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,161,272 | 22,875,584 | 3,122,803 | 70,870,252 | |||||||||||||||
Shares repurchased | (11,229,700 | ) | (230,401,401 | ) | (28,982,283 | ) | (638,400,625 | ) | |||||||||||
Net increase (decrease) | 4,939,243 | $ | 95,175,420 | 25,136,591 | $ | 572,435,769 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 4,299,288 | $ | 88,393,057 | 28,155,555 | $ | 619,378,521 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 184,919 | 3,638,175 | 821,509 | 18,645,946 | |||||||||||||||
Shares repurchased | (8,595,967 | ) | (174,656,454 | ) | (44,697,168 | ) | (994,664,368 | ) | |||||||||||
Net increase (decrease) | (4,111,760 | ) | $ | (82,625,222 | ) | (15,720,104 | ) | $ | (356,639,901 | ) | |||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class V: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 5,684,661 | $ | 111,584,274 | 32,154,927 | $ | 708,017,030 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 463,498 | 9,142,204 | 832,035 | 18,891,284 | |||||||||||||||
Shares repurchased | (3,044,533 | ) | (62,347,775 | ) | (12,624,095 | ) | (276,202,648 | ) | |||||||||||
Net increase (decrease) | 3,103,626 | $ | 58,378,703 | 20,362,867 | $ | 450,705,666 |
21
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 92,759,575 | $ | 1,848,379,939 | 143,722,533 | $ | 3,181,476,095 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 4,168,024 | 82,227,922 | 6,951,875 | 157,780,829 | |||||||||||||||
Shares repurchased | (8,104,597 | ) | (161,414,266 | ) | (14,796,108 | ) | (322,245,753 | ) | |||||||||||
Net increase (decrease) | 88,823,002 | $ | 1,769,193,595 | 135,878,300 | $ | 3,017,011,171 |
22
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager 's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall comp etence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
23
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager,
24
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
25
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
26
GMO U.S. Quality Equity Fund
(A Series of GMO Trust)
Fund Expenses — (Continued)
August 31, 2008 (Unaudited)
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.48 | % | $ | 1,000.00 | $ | 996.00 | $ | 2.41 | |||||||||||
2) Hypothetical | 0.48 | % | $ | 1,000.00 | $ | 1,022.79 | $ | 2.45 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.43 | % | $ | 1,000.00 | $ | 996.30 | $ | 2.16 | |||||||||||
2) Hypothetical | 0.43 | % | $ | 1,000.00 | $ | 1,023.04 | $ | 2.19 | |||||||||||
Class V | |||||||||||||||||||
1) Actual | 0.42 | % | $ | 1,000.00 | $ | 996.40 | $ | 2.11 | |||||||||||
2) Hypothetical | 0.42 | % | $ | 1,000.00 | $ | 1,023.09 | $ | 2.14 | |||||||||||
Class VI | |||||||||||||||||||
1) Actual | 0.39 | % | $ | 1,000.00 | $ | 996.10 | $ | 1.96 | |||||||||||
2) Hypothetical | 0.39 | % | $ | 1,000.00 | $ | 1,023.24 | $ | 1.99 |
* Expenses are calculated using each Class's annualized expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
27
GMO Foreign Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Foreign Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.2 | % | |||||
Short-Term Investments | 2.3 | ||||||
Preferred Stocks | 0.5 | ||||||
Other | 1.0 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
United Kingdom | 25.5 | % | |||||
Japan | 20.7 | ||||||
Germany | 10.7 | ||||||
France | 9.7 | ||||||
Switzerland | 5.4 | ||||||
Italy | 4.9 | ||||||
Finland | 4.2 | ||||||
Netherlands | 3.5 | ||||||
Hong Kong | 3.4 | ||||||
Spain | 2.8 | ||||||
Australia | 1.7 | ||||||
Norway | 1.6 | ||||||
Belgium | 1.3 | ||||||
Singapore | 1.1 | ||||||
Brazil | 0.8 | ||||||
South Korea | 0.5 | ||||||
Taiwan | 0.5 | ||||||
Greece | 0.4 | ||||||
Ireland | 0.4 | ||||||
Austria | 0.3 | ||||||
India | 0.1 | ||||||
Malaysia | 0.1 | ||||||
Mexico | 0.1 | ||||||
Philippines | 0.1 | ||||||
Sweden | 0.1 | ||||||
Thailand | 0.1 | ||||||
Canada | 0.0 | ||||||
New Zealand | 0.0 | ||||||
100.0 | % |
1
GMO Foreign Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary | % of Equity Investments | ||||||
Financials | 21.2 | % | |||||
Industrials | 12.6 | ||||||
Consumer Discretionary | 10.8 | ||||||
Energy | 10.7 | ||||||
Consumer Staples | 8.8 | ||||||
Utilities | 8.1 | ||||||
Telecommunication Services | 7.9 | ||||||
Health Care | 7.5 | ||||||
Information Technology | 6.5 | ||||||
Materials | 5.9 | ||||||
100.0 | % |
2
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.2% | |||||||||||||||
Australia — 1.6% | |||||||||||||||
336,500 | Aristocrat Leisure Ltd | 1,690,228 | |||||||||||||
643,600 | Australia and New Zealand Banking Group Ltd | 9,062,950 | |||||||||||||
298,000 | Billabong International Ltd | 3,261,198 | |||||||||||||
459,494 | Brambles Ltd | 3,014,930 | |||||||||||||
1,036,986 | Coca Cola Amatil Ltd | 7,574,074 | |||||||||||||
98,546 | Commonwealth Bank of Australia | 3,546,586 | |||||||||||||
427,430 | Crown Ltd | 3,341,075 | |||||||||||||
168,000 | CSL Ltd | 5,863,253 | |||||||||||||
2,152,100 | Fairfax Media Ltd (a) | 5,174,977 | |||||||||||||
1,726,600 | Foster's Group Ltd | 8,240,762 | |||||||||||||
949,000 | Goodman Group | 2,557,502 | |||||||||||||
2,506,996 | Insurance Australia Group Ltd | 8,474,545 | |||||||||||||
1,234,100 | Metcash Ltd | 4,153,049 | |||||||||||||
131,000 | National Australia Bank Ltd | 2,718,269 | |||||||||||||
750,002 | Publishing & Broadcasting Ltd | 2,083,491 | |||||||||||||
213,900 | QBE Insurance Group Ltd | 4,350,309 | |||||||||||||
622,986 | SP AusNet | 612,099 | |||||||||||||
855,351 | TABCORP Holdings Ltd | 6,248,379 | |||||||||||||
4,190,629 | Telstra Corp Ltd | 15,555,926 | |||||||||||||
237,487 | Westfarmers Ltd | 6,226,373 | |||||||||||||
153,527 | Westpac Banking Corp | 3,068,190 | |||||||||||||
149,800 | Woolworths Ltd | 3,616,550 | |||||||||||||
Total Australia | 110,434,715 | ||||||||||||||
Austria — 0.3% | |||||||||||||||
28,010 | Flughafen Wien AG | 2,271,902 | |||||||||||||
128,290 | OMV AG | 8,219,093 | |||||||||||||
368,100 | Telekom Austria AG | 7,912,173 | |||||||||||||
122,240 | Wienerberger AG (a) | 3,207,769 | |||||||||||||
Total Austria | 21,610,937 |
See accompanying notes to the financial statements.
3
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Belgium — 1.2% | |||||||||||||||
260,170 | Belgacom SA | 10,359,738 | |||||||||||||
415,712 | CIE Francois d' Enterprises | 43,627,681 | |||||||||||||
427,431 | Fortis | 5,918,343 | |||||||||||||
734,028 | Fortis VVPR Strip * | 10,769 | |||||||||||||
67,475 | Groupe Bruxelles Lambert SA | 7,016,137 | |||||||||||||
59,785 | KBC Groep NV | 5,680,075 | |||||||||||||
54,437 | Solvay SA | 6,665,002 | |||||||||||||
125,369 | UCB SA | 4,902,530 | |||||||||||||
Total Belgium | 84,180,275 | ||||||||||||||
Brazil — 0.6% | |||||||||||||||
605,800 | Banco ABC Brasil SA | 2,824,589 | |||||||||||||
1,029,300 | Banco Panamericano SA | 4,464,510 | |||||||||||||
1,140,000 | Brasil Brokers Participacoes SA * | 6,993,865 | |||||||||||||
82,400 | Cia Providencia Industria e Comercio SA | 250,233 | |||||||||||||
857,900 | Datasul SA | 4,447,396 | |||||||||||||
1,012,000 | Hypermarcas SA * | 9,840,613 | |||||||||||||
29,000 | MPX Mineracao e Energia SA * | 8,166,258 | |||||||||||||
316,100 | Sul America SA | 5,003,300 | |||||||||||||
455,100 | Trisul SA | 1,368,092 | |||||||||||||
Total Brazil | 43,358,856 | ||||||||||||||
Canada — 0.0% | |||||||||||||||
220,100 | KAP Resources Ltd * (b) (c) | 2,073 | |||||||||||||
Finland — 4.1% | |||||||||||||||
365,700 | Fortum Oyj | 15,010,471 | |||||||||||||
470,200 | KCI Konecranes Oyj | 15,519,345 | |||||||||||||
5,132,700 | Nokia Oyj | 128,509,508 | |||||||||||||
1,352,398 | Nokian Renkaat Oyj | 48,162,461 | |||||||||||||
241,700 | Outokumpu Oyj | 5,787,694 | |||||||||||||
732,400 | Poyry Oyj | 17,772,873 | |||||||||||||
213,000 | Sampo Oyj Class A | 5,358,529 | |||||||||||||
1,427,600 | UPM-Kymmene Oyj * | 24,391,342 |
See accompanying notes to the financial statements.
4
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Finland — continued | |||||||||||||||
531,800 | Uponor Oyj (a) | 7,312,211 | |||||||||||||
499,259 | YIT Oyj | 7,765,966 | |||||||||||||
Total Finland | 275,590,400 | ||||||||||||||
France — 9.4% | |||||||||||||||
95,860 | Accor SA | 6,339,327 | |||||||||||||
256,771 | Arcelor Mittal | 20,144,190 | |||||||||||||
781,740 | AXA | 24,943,336 | |||||||||||||
123,105 | BIC SA | 7,427,224 | |||||||||||||
491,008 | BNP Paribas | 44,045,931 | |||||||||||||
127,141 | Cap Gemini SA | 7,506,455 | |||||||||||||
65,310 | Casino Guichard-Perrachon SA | 6,399,975 | |||||||||||||
132,096 | Cie de Saint-Gobain | 8,070,522 | |||||||||||||
174,786 | Essilor International SA | 9,298,218 | |||||||||||||
1,804,192 | France Telecom SA | 53,196,452 | |||||||||||||
1,414,523 | GDF Suez | 81,430,320 | |||||||||||||
131,586 | GDF Suez VVPR Strip * | 1,930 | |||||||||||||
251,752 | Groupe Danone | 17,548,773 | |||||||||||||
11,475 | Guyenne et Gascogne SA | 1,368,832 | |||||||||||||
110,492 | Imerys SA | 7,076,406 | |||||||||||||
139,000 | L'Oreal SA | 13,797,081 | |||||||||||||
97,278 | Lafarge SA | 11,735,439 | |||||||||||||
61,066 | Lagardere SCA | 3,408,807 | |||||||||||||
170,604 | Michelin SA Class B | 11,058,550 | |||||||||||||
30,331 | Neopost SA | 3,162,177 | |||||||||||||
84,438 | Pernod-Ricard | 7,893,251 | |||||||||||||
97,744 | Peugeot SA | 4,643,973 | |||||||||||||
54,000 | Renault SA | 4,509,179 | |||||||||||||
646,633 | Sanofi-Aventis | 45,875,709 | |||||||||||||
222,873 | Schneider Electric SA | 22,402,947 | |||||||||||||
201,537 | Societe Generale | 19,440,762 | |||||||||||||
402,881 | Suez Environnement SA * | 11,572,692 | |||||||||||||
71,140 | Technip SA | 5,838,450 | |||||||||||||
124,414 | Thales SA | 7,011,894 |
See accompanying notes to the financial statements.
5
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
France — continued | |||||||||||||||
1,415,100 | Total SA | 101,655,346 | |||||||||||||
61,400 | Union du Credit-Bail Immobilier | 12,748,498 | |||||||||||||
939,800 | Vivendi Universal SA | 36,307,295 | |||||||||||||
101,396 | Wendel Investissement | 11,179,591 | |||||||||||||
Total France | 629,039,532 | ||||||||||||||
Germany — 10.1% | |||||||||||||||
347,364 | Adidas AG | 20,289,840 | |||||||||||||
287,176 | Allianz SE (Registered) | 47,873,886 | |||||||||||||
82,200 | Axel Springer AG | 8,491,463 | |||||||||||||
226,900 | BASF AG | 13,094,117 | |||||||||||||
643,799 | Bayer AG | 50,815,011 | |||||||||||||
315,500 | Bayerische Motoren Werke AG | 13,022,451 | |||||||||||||
435,101 | Commerzbank AG | 12,783,022 | |||||||||||||
59,520 | Continental AG (a) | 6,451,725 | |||||||||||||
402,081 | Daimler AG (Registered) | 23,478,594 | |||||||||||||
209,600 | Deutsche Bank AG (Registered) | 17,797,581 | |||||||||||||
87,600 | Deutsche Boerse AG | 8,210,848 | |||||||||||||
941,200 | Deutsche Post AG (Registered) | 22,015,413 | |||||||||||||
3,421,938 | Deutsche Telekom (Registered) | 56,359,765 | |||||||||||||
1,074,130 | E.ON AG | 62,618,764 | |||||||||||||
114,300 | Fraport AG | 7,356,255 | |||||||||||||
495,700 | Fresenius Medical Care AG & Co | 26,544,791 | |||||||||||||
300,518 | Heidelberger Druckmaschinen (a) | 6,125,869 | |||||||||||||
1,162,900 | Infineon Technologies AG * | 9,929,962 | |||||||||||||
152,100 | Merck KGaA | 17,394,992 | |||||||||||||
270,900 | Metro AG | 15,060,536 | |||||||||||||
259,574 | Muenchener Rueckversicherungs AG (Registered) | 40,251,295 | |||||||||||||
30,380 | Puma AG Rudolf Dassler Sport | 9,555,362 | |||||||||||||
331,500 | RWE AG | 35,701,708 | |||||||||||||
1,229,300 | SAP AG | 68,868,138 | |||||||||||||
697,137 | Siemens AG (Registered) | 75,764,299 | |||||||||||||
Total Germany | 675,855,687 |
See accompanying notes to the financial statements.
6
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Greece — 0.4% | |||||||||||||||
504,532 | EFG Eurobank Ergasias | 10,149,483 | |||||||||||||
227,542 | OPAP SA | 7,968,576 | |||||||||||||
240,000 | Piraeus Bank SA | 6,468,705 | |||||||||||||
Total Greece | 24,586,764 | ||||||||||||||
Hong Kong — 3.3% | |||||||||||||||
3,238,500 | Cheung Kong Holdings Ltd | 46,031,879 | |||||||||||||
3,801,000 | CLP Holdings Ltd | 30,835,458 | |||||||||||||
8,596,000 | Foxconn International Holdings Ltd * | 6,379,319 | |||||||||||||
1,988,000 | Great Eagle Holdings Ltd | 5,507,361 | |||||||||||||
2,064,700 | Hang Seng Bank Ltd | 40,722,653 | |||||||||||||
6,964,867 | Link REIT | 16,373,408 | |||||||||||||
2,272,000 | MTR Corp Ltd | 7,314,672 | |||||||||||||
16,768,606 | New World Development Co Ltd | 25,450,699 | |||||||||||||
11,069,000 | Shun Tak Holdings Ltd | 6,442,332 | |||||||||||||
5,367,092 | Sino Land | 9,394,783 | |||||||||||||
1,844,000 | Sun Hung Kai Properties Ltd | 25,143,786 | |||||||||||||
Total Hong Kong | 219,596,350 | ||||||||||||||
India — 0.1% | |||||||||||||||
900,000 | Satyam Computer Services Ltd | 8,512,390 | |||||||||||||
Ireland — 0.4% | |||||||||||||||
996,840 | Allied Irish Banks Plc | 12,562,722 | |||||||||||||
812,149 | Bank of Ireland | 6,510,274 | |||||||||||||
230,518 | CRH Plc | 6,013,272 | |||||||||||||
8,800 | DCC Plc | 212,867 | |||||||||||||
19,600 | FBD Holdings Plc | 408,646 | |||||||||||||
173,000 | Grafton Group Plc * | 969,464 | |||||||||||||
35,800 | Irish Life & Permanent Plc | 333,336 | |||||||||||||
Total Ireland | 27,010,581 |
See accompanying notes to the financial statements.
7
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Italy — 4.7% | |||||||||||||||
823,700 | Alleanza Assicurazioni SPA | 7,817,803 | |||||||||||||
784,544 | Assicurazioni Generali SPA | 26,139,918 | |||||||||||||
1,235,623 | Banca Intesa SPA - Di RISP | 5,979,803 | |||||||||||||
2,364,948 | Banca Monte dei Paschi di Siena SPA (a) | 6,212,134 | |||||||||||||
403,600 | Banca Popolare di Milano Scarl | 4,019,599 | |||||||||||||
342,454 | Buzzi Unicem SPA | 6,780,000 | |||||||||||||
4,681,135 | Enel SPA | 42,981,366 | |||||||||||||
2,413,621 | ENI SPA | 78,291,483 | |||||||||||||
1,082,010 | Fiat SPA | 16,727,629 | |||||||||||||
590,720 | Finmeccanica SPA | 15,799,532 | |||||||||||||
265,146 | Grouppo Editoriale L'Espresso (a) | 662,048 | |||||||||||||
3,160,728 | Intesa San Paolo | 16,966,122 | |||||||||||||
655,270 | Italcementi SPA-Di RISP | 7,508,342 | |||||||||||||
347,400 | Mediobanca SPA | 4,948,681 | |||||||||||||
2,551,000 | Pirelli & Co SPA | 1,722,647 | |||||||||||||
1,329,200 | Snam Rete Gas SPA | 8,303,502 | |||||||||||||
15,357,198 | Telecom Italia SPA | 24,699,395 | |||||||||||||
15,758,576 | Telecom Italia SPA-Di RISP | 19,974,487 | |||||||||||||
3,632,082 | UniCredito Italiano SPA | 19,543,141 | |||||||||||||
Total Italy | 315,077,632 | ||||||||||||||
Japan — 20.0% | |||||||||||||||
716,900 | Asahi Breweries | 13,278,989 | |||||||||||||
1,129,000 | Asahi Glass Co Ltd | 11,985,498 | |||||||||||||
821,700 | Astellas Pharma Inc | 37,010,851 | |||||||||||||
1,191,600 | Bridgestone Corp | 20,046,516 | |||||||||||||
1,352,600 | Canon Inc | 60,655,665 | |||||||||||||
1,868,000 | Chiba Bank Ltd | 10,236,427 | |||||||||||||
849,700 | Daiichi Sankyo Co Ltd | 25,563,177 | |||||||||||||
2,332,000 | Daiwa Securities Group Inc | 18,004,056 | |||||||||||||
1,196,300 | Denso Corp | 31,012,280 | |||||||||||||
135,500 | Disco Corp (a) | 5,039,190 | |||||||||||||
5,807 | East Japan Railway Co | 46,189,268 | |||||||||||||
4,927 | Fuji Television Network Inc | 7,071,893 |
See accompanying notes to the financial statements.
8
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
158,400 | Hokkaido Electric Power | 3,539,503 | |||||||||||||
1,843,400 | Honda Motor Co Ltd | 59,869,328 | |||||||||||||
3,822,000 | Itochu Corp | 30,747,111 | |||||||||||||
6,400 | Japan Tobacco Inc | 30,373,830 | |||||||||||||
618,400 | JFE Holdings Inc | 26,133,582 | |||||||||||||
775,800 | JSR Corp | 13,365,261 | |||||||||||||
4,937 | Jupiter Telecommunications Co Ltd | 3,747,444 | |||||||||||||
1,721,000 | Kansai Electric Power Co Inc | 42,231,197 | |||||||||||||
825,000 | Kao Corp | 23,358,230 | |||||||||||||
4,667 | KDDI Corp | 27,176,897 | |||||||||||||
523,000 | Komatsu Ltd | 10,946,128 | |||||||||||||
469,300 | Kyushu Electric Power Co Inc | 10,333,838 | |||||||||||||
329,200 | Lawson Inc | 15,088,642 | |||||||||||||
1,687,000 | Marubeni Corp | 10,438,102 | |||||||||||||
3,398,000 | Matsushita Electric Industrial Co Ltd | 69,841,975 | |||||||||||||
1,282,000 | Minebea Co Ltd | 5,621,738 | |||||||||||||
214,400 | Miraca Holdings Inc | 4,781,865 | |||||||||||||
1,447,900 | Mitsubishi Corp | 39,772,477 | |||||||||||||
7,664,000 | Mitsubishi Electric Corp | 64,997,601 | |||||||||||||
1,389,000 | Mitsui OSK Lines Ltd | 16,462,533 | |||||||||||||
3,947,000 | Mitsui Trust Holding Inc | 21,760,543 | |||||||||||||
116,800 | Nihon Kohden Corp | 2,546,678 | |||||||||||||
77,800 | Nintendo Co Ltd | 36,523,979 | |||||||||||||
1,575 | Nippon Commercial Investment Corp (REIT) | 3,216,721 | |||||||||||||
1,692,000 | Nippon Express Co Ltd | 7,911,347 | |||||||||||||
2,474,000 | Nippon Oil Corp | 15,430,110 | |||||||||||||
2,251 | Nippon Paper Group Inc | 6,428,562 | |||||||||||||
3,294,000 | Nippon Steel Corp | 15,625,504 | |||||||||||||
754,600 | Nomura Holdings Inc | 10,007,178 | |||||||||||||
951 | Nomura Real Estate Office Fund (REIT) | 6,826,712 | |||||||||||||
397,900 | Nomura Research Institute | 9,028,974 | |||||||||||||
30,487 | NTT Docomo Inc | 48,048,060 | |||||||||||||
45,320 | ORIX Corp | 5,520,981 | |||||||||||||
729 | ORIX JREIT Inc (REIT) | 3,948,696 |
See accompanying notes to the financial statements.
9
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
1,328,000 | Sekisui Chemical Co Ltd | 8,224,977 | |||||||||||||
735,800 | Seven & I Holdings Co Ltd | 21,432,057 | |||||||||||||
4,833 | Seven Bank Ltd | 12,278,778 | |||||||||||||
405,000 | Shionogi and Co Ltd | 9,130,281 | |||||||||||||
901,000 | Shiseido Co Ltd | 21,095,802 | |||||||||||||
3,279 | Sony Financial Holdings Inc | 12,171,984 | |||||||||||||
3,006,000 | Sumitomo Chemical Co Ltd | 18,445,159 | |||||||||||||
2,536,400 | Sumitomo Electric Industries Ltd | 29,106,619 | |||||||||||||
5,356 | Sumitomo Mitsui Financial Group Inc | 32,426,414 | |||||||||||||
310,500 | Takeda Pharmaceutical Co Ltd | 16,220,609 | |||||||||||||
484,700 | Tohoku Electric Power Co Inc | 11,548,851 | |||||||||||||
2,182,000 | Tokyo Gas Co Ltd | 9,103,895 | |||||||||||||
1,142,000 | Tokyo Tatemono Co Ltd | 5,483,195 | |||||||||||||
3,475,000 | Toshiba Corp | 19,382,983 | |||||||||||||
2,146,300 | Toyota Motor Corp | 95,764,453 | |||||||||||||
159,000 | Uni-Charm Corp | 11,828,771 | |||||||||||||
4,335 | West Japan Railway Co | 20,948,031 | |||||||||||||
Total Japan | 1,342,337,996 | ||||||||||||||
Malaysia — 0.1% | |||||||||||||||
3,046,600 | IJM Corp Berhad * | 4,509,794 | |||||||||||||
Mexico — 0.1% | |||||||||||||||
453,600 | Megacable Holdings SAB de CV * | 895,488 | |||||||||||||
1,526,200 | Urbi Desarrollos Urbanos SAB de CV * (a) | 4,277,560 | |||||||||||||
Total Mexico | 5,173,048 | ||||||||||||||
Netherlands — 3.4% | |||||||||||||||
1,687,585 | Aegon NV | 19,879,703 | |||||||||||||
126,274 | Hal Trust (Participating Units) | 14,099,287 | |||||||||||||
199,800 | Heineken NV | 9,367,215 | |||||||||||||
1,658,922 | ING Groep NV | 51,682,510 | |||||||||||||
1,902,700 | Koninklijke KPN NV | 32,283,428 | |||||||||||||
1,159,932 | Philips Electronics NV | 37,686,387 |
See accompanying notes to the financial statements.
10
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Netherlands — continued | |||||||||||||||
655,418 | Reed Elsevier NV | 10,958,665 | |||||||||||||
228,887 | TNT NV | 8,537,830 | |||||||||||||
348,449 | TomTom NV * (a) | 8,606,533 | |||||||||||||
1,264,945 | Unilever NV | 34,903,454 | |||||||||||||
Total Netherlands | 228,005,012 | ||||||||||||||
New Zealand — 0.0% | |||||||||||||||
355,877 | Air New Zealand | 285,464 | |||||||||||||
1,088,383 | Telecom Corp of New Zealand (a) | 2,491,131 | |||||||||||||
Total New Zealand | 2,776,595 | ||||||||||||||
Norway — 1.6% | |||||||||||||||
378,000 | DnB NOR ASA | 4,382,367 | |||||||||||||
6,800,800 | DNO International ASA * (a) | 10,922,666 | |||||||||||||
5,289,020 | Prosafe ASA * (a) | 47,622,979 | |||||||||||||
5,890,920 | Prosafe Production Public Ltd * (a) | 27,158,361 | |||||||||||||
231,400 | Yara International ASA | 14,327,696 | |||||||||||||
Total Norway | 104,414,069 | ||||||||||||||
Philippines — 0.1% | |||||||||||||||
36,000,000 | Alliance Global Group Inc * | 3,623,365 | |||||||||||||
4,795,800 | First Gen Corp | 2,590,776 | |||||||||||||
50,780,000 | Vista Land & Lifescapes Inc | 2,419,612 | |||||||||||||
Total Philippines | 8,633,753 | ||||||||||||||
Singapore — 1.0% | |||||||||||||||
2,612,380 | DBS Group Holdings Ltd | 33,032,260 | |||||||||||||
1,472,800 | Keppel Corp Ltd | 10,227,960 | |||||||||||||
8,599,000 | People's Food Holdings Ltd | 5,540,910 | |||||||||||||
1,161,300 | Singapore Airlines Ltd | 12,419,243 | |||||||||||||
4,594,000 | Singapore Technologies Engineering Ltd | 9,074,856 | |||||||||||||
Total Singapore | 70,295,229 |
See accompanying notes to the financial statements.
11
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
South Korea — 0.5% | |||||||||||||||
73,800 | Kookmin Bank | 4,037,467 | |||||||||||||
136,500 | KT Corp ADR | 2,779,140 | |||||||||||||
81,500 | Samsung Card Co Ltd | 2,970,300 | |||||||||||||
52,700 | Samsung Electronics Co Ltd | 24,720,082 | |||||||||||||
Total South Korea | 34,506,989 | ||||||||||||||
Spain — 2.7% | |||||||||||||||
80,740 | ACS Actividades de Construccion y Servicios SA | 3,575,141 | |||||||||||||
1,316,492 | Banco Bilbao Vizcaya Argentaria SA | 22,214,305 | |||||||||||||
2,089,532 | Banco Santander Central Hispano SA | 35,520,878 | |||||||||||||
134,600 | Gas Natural SDG SA | 6,235,765 | |||||||||||||
18,470 | Grupo Ferrovial SA | 922,866 | |||||||||||||
2,005,272 | Iberdrola SA | 24,162,167 | |||||||||||||
50,900 | Inditex SA | 2,367,196 | |||||||||||||
635,000 | Mapfre SA | 3,036,754 | |||||||||||||
89,750 | Red Electrica de Espana | 5,295,255 | |||||||||||||
577,629 | Repsol YPF SA | 17,866,382 | |||||||||||||
2,723 | Tecnicas Reunidas SA | 179,679 | |||||||||||||
2,066,361 | Telefonica SA | 51,056,673 | |||||||||||||
378,204 | Union Fenosa SA | 9,583,712 | |||||||||||||
Total Spain | 182,016,773 | ||||||||||||||
Sweden — 0.1% | |||||||||||||||
210,040 | Autoliv Inc SDR | 8,002,714 | |||||||||||||
Switzerland — 5.2% | |||||||||||||||
60,670 | Baloise Holding Ltd | 5,190,507 | |||||||||||||
162,000 | Bank Sarasin & Cie AG Class B (Registered) | 6,981,381 | |||||||||||||
2,822 | Banque Cantonale Vaudoise | 854,158 | |||||||||||||
2,666 | Belimo Holding AG (Registered) | 2,505,575 | |||||||||||||
20,560 | Bobst Group AG (Registered) | 1,448,056 | |||||||||||||
192,250 | Credit Suisse Group | 8,917,072 | |||||||||||||
93,350 | Energiedienst Holding AG (Registered) * | 5,757,486 | |||||||||||||
6,697 | Forbo Holdings AG (Registered) * (a) | 2,822,225 |
See accompanying notes to the financial statements.
12
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Switzerland — continued | |||||||||||||||
46,520 | Geberit AG (Registered) | 6,771,071 | |||||||||||||
224,405 | Holcim Ltd | 16,134,926 | |||||||||||||
880 | Jelmoli Holding AG (Bearer) | 2,152,501 | |||||||||||||
4,836 | Jelmoli Holding AG (Registered) | 2,375,551 | |||||||||||||
2,313,300 | Nestle SA (Registered) | 101,923,013 | |||||||||||||
1,327,184 | Novartis AG (Registered) | 73,935,533 | |||||||||||||
585 | SGS SA (Registered) | 749,573 | |||||||||||||
72,748 | Swatch Group AG | 17,097,990 | |||||||||||||
73,600 | Swiss Life Holding * | 13,389,652 | |||||||||||||
504 | Swiss National Insurance Co (Registered) | 324,641 | |||||||||||||
245,601 | Swiss Reinsurance Co (Registered) | 15,106,530 | |||||||||||||
64,300 | Swisscom AG (Registered) | 20,603,918 | |||||||||||||
18,941 | Valora Holding AG | 4,489,894 | |||||||||||||
162,404 | Zurich Financial Services AG | 42,398,218 | |||||||||||||
Total Switzerland | 351,929,471 | ||||||||||||||
Taiwan — 0.5% | |||||||||||||||
5,630,022 | Asustek Computer Inc | 12,943,303 | |||||||||||||
4,550,320 | Chinatrust Financial Holding Co Ltd | 2,927,755 | |||||||||||||
5,510,856 | E.Sun Financial Holdings Co Ltd | 2,122,670 | |||||||||||||
812,000 | Hon Hai Precision Industry Co Ltd | 4,073,427 | |||||||||||||
1,497,104 | Novatek Microelectronics Corp Ltd | 3,215,081 | |||||||||||||
678,000 | Taiwan Semiconductor Manufacturing Co Ltd | 1,248,762 | |||||||||||||
473,028 | Taiwan Semiconductor Manufacturing Co Ltd Sponsored ADR | 4,593,102 | |||||||||||||
Total Taiwan | 31,124,100 | ||||||||||||||
Thailand — 0.1% | |||||||||||||||
42,385,700 | Charoen Pokphand Foods Pcl (Foreign Registered) | 4,809,490 | |||||||||||||
United Kingdom — 24.6% | |||||||||||||||
582,514 | Anglo American Plc | 30,963,977 | |||||||||||||
450,945 | Associated British Foods Plc | 6,615,661 | |||||||||||||
992,200 | AstraZeneca Plc | 48,371,676 | |||||||||||||
3,648,075 | Aviva Plc | 34,053,440 |
See accompanying notes to the financial statements.
13
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
6,075,910 | BAE Systems Plc | 53,028,255 | |||||||||||||
4,496,536 | Barclays Plc | 28,773,031 | |||||||||||||
800,036 | BBA Aviation Plc | 1,933,912 | |||||||||||||
2,738,946 | BG Group Plc | 60,753,520 | |||||||||||||
1,364,718 | BHP Billiton Plc | 42,505,431 | |||||||||||||
14,983,440 | BP Plc | 144,013,685 | |||||||||||||
182,300 | British American Tobacco Plc | 6,158,851 | |||||||||||||
540,000 | British Energy Group Plc | 7,211,268 | |||||||||||||
798,876 | British Sky Broadcasting Plc | 6,768,708 | |||||||||||||
5,392,101 | BT Group Plc | 16,923,557 | |||||||||||||
442,365 | Bunzl Plc | 5,750,108 | |||||||||||||
510,720 | Cadbury Plc | 5,861,082 | |||||||||||||
195,400 | Capita Group Plc | 2,514,060 | |||||||||||||
530,249 | Cattle's Plc | 1,150,308 | |||||||||||||
2,861,457 | Centrica Plc | 17,033,914 | |||||||||||||
3,104,700 | Cobham Plc | 12,978,142 | |||||||||||||
2,052,700 | Compass Group Plc | 13,660,433 | |||||||||||||
1,525,810 | Diageo Plc | 28,180,084 | |||||||||||||
247,734 | Experian Group | 1,866,027 | |||||||||||||
831,981 | Filtrona Plc | 2,732,264 | |||||||||||||
694,000 | Fresnillo Plc | 5,120,322 | |||||||||||||
366,300 | GKN Plc | 1,633,819 | |||||||||||||
4,255,199 | GlaxoSmithKline Plc | 100,128,263 | |||||||||||||
1,216,971 | Group 4 Securicor Plc | 5,164,554 | |||||||||||||
1,161,908 | Hays Plc | 2,015,685 | |||||||||||||
1,612,624 | HBOS Plc | 9,230,549 | |||||||||||||
7,253,430 | HSBC Holdings Plc | 114,130,247 | |||||||||||||
1,015,670 | ICAP Plc | 8,745,525 | |||||||||||||
1,479,077 | Imperial Tobacco Group Plc | 48,766,351 | |||||||||||||
52,632 | InterContinental Hotels Group Plc | 710,351 | |||||||||||||
1,685,800 | International Power Plc | 12,101,319 | |||||||||||||
541,000 | ITV Plc | 440,025 | |||||||||||||
1,195,411 | J Sainsbury Plc | 7,560,885 | |||||||||||||
320,270 | Johnson Matthey Plc | 9,476,835 |
See accompanying notes to the financial statements.
14
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
403,803 | Kesa Electricals Plc | 1,185,886 | |||||||||||||
920,418 | Kingfisher Plc | 2,223,231 | |||||||||||||
723,158 | Ladbrokes Plc | 2,972,297 | |||||||||||||
845,000 | Lamprell Plc | 7,396,098 | |||||||||||||
308,600 | Land Securities Group Plc | 7,624,271 | |||||||||||||
9,281,744 | Legal & General Group Plc | 16,934,454 | |||||||||||||
3,822,865 | Lloyds TSB Group Plc | 21,097,859 | |||||||||||||
68,138 | Lonmin Plc | 4,303,542 | |||||||||||||
1,148,500 | Marks & Spencer Group Plc | 5,473,359 | |||||||||||||
1,240,500 | Misys Plc | 3,778,767 | |||||||||||||
66,744 | Mondi Ltd | 433,575 | |||||||||||||
68,761 | Mondi Plc | 408,223 | |||||||||||||
2,343,467 | National Grid Plc | 30,504,417 | |||||||||||||
418,532 | Next Plc | 8,075,672 | |||||||||||||
1,165,400 | Northern Foods Plc | 1,380,402 | |||||||||||||
2,729,034 | Old Mutual Plc | 4,826,376 | |||||||||||||
1,103,300 | Pearson Plc | 13,627,153 | |||||||||||||
171,000 | Persimmon Plc (a) | 1,157,494 | |||||||||||||
2,333,417 | Prudential Plc | 23,172,475 | |||||||||||||
836,403 | Reed Elsevier Plc | 9,559,323 | |||||||||||||
505,836 | Rexam Plc | 3,733,249 | |||||||||||||
397,928 | Rio Tinto Plc | 37,774,804 | |||||||||||||
696,700 | Rolls-Royce Group Plc * | 5,028,357 | |||||||||||||
1,526,308 | Royal & Sun Alliance Insurance Group | 4,178,632 | |||||||||||||
12,454,743 | Royal Bank of Scotland Group | 52,970,939 | |||||||||||||
2,367,000 | Royal Dutch Shell Plc A Shares (London) | 82,720,296 | |||||||||||||
2,055,597 | Royal Dutch Shell Plc B Shares (London) | 70,684,631 | |||||||||||||
575,400 | SABMiller Breweries Plc | 12,359,649 | |||||||||||||
720,000 | Sage Group Plc | 2,745,256 | |||||||||||||
297,700 | Schroders Plc | 5,489,628 | |||||||||||||
974,960 | Scottish & Southern Energy Plc | 25,679,736 | |||||||||||||
563,626 | Segro Plc | 4,482,879 | |||||||||||||
612,668 | Serco Group Plc | 4,793,090 | |||||||||||||
535,575 | Severn Trent (Ordinary Shares) | 13,278,971 |
See accompanying notes to the financial statements.
15
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
650,100 | Shire Ltd | 11,453,124 | |||||||||||||
607,432 | Smith (David S.) Holdings Plc | 1,417,954 | |||||||||||||
105,800 | Smiths Group Plc | 2,199,849 | |||||||||||||
190,270 | Standard Chartered Plc | 5,145,590 | |||||||||||||
2,833,177 | Tesco Plc | 19,637,847 | |||||||||||||
99,387 | Thomson Reuters Plc | 2,776,303 | |||||||||||||
279,364 | Travis Perkins Plc | 3,402,122 | |||||||||||||
827,339 | Unilever Plc | 22,191,006 | |||||||||||||
260,677 | United Utilities Group Plc | 3,391,800 | |||||||||||||
47,411,285 | Vodafone Group Inc | 121,157,330 | |||||||||||||
68,539 | WH Smith Plc | 478,981 | |||||||||||||
170,071 | Whitbread Plc | 3,489,424 | |||||||||||||
291,300 | William Hill Plc | 1,498,524 | |||||||||||||
1,239,836 | William Morrison Supermarkets Plc | 6,364,937 | |||||||||||||
259,728 | Wolseley Plc | 2,095,658 | |||||||||||||
2,266,250 | Wood Group (John) Plc | 19,650,915 | |||||||||||||
789,400 | WPP Group Plc | 7,683,603 | |||||||||||||
413,664 | Xstrata Plc | 23,063,068 | |||||||||||||
Total United Kingdom | 1,654,179,150 | ||||||||||||||
TOTAL COMMON STOCKS (COST $6,049,979,814) | 6,467,570,375 | ||||||||||||||
PREFERRED STOCKS — 0.5% | |||||||||||||||
Brazil — 0.1% | |||||||||||||||
1,073,500 | Randon Participacoes SA 0.64% | 8,759,233 | |||||||||||||
France — 0.0% | |||||||||||||||
24,058 | Casino Guichard-Perrachon SA 4.68% | 1,737,601 |
See accompanying notes to the financial statements.
16
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value($) | Description | Value ($) | |||||||||||||
Germany — 0.3% | |||||||||||||||
244,070 | Henkel KGaA 1.95% | 9,583,589 | |||||||||||||
53,776 | Volkswagen AG 1.73% | 8,289,357 | |||||||||||||
Total Germany | 17,872,946 | ||||||||||||||
Italy — 0.1% | |||||||||||||||
198,933 | Fiat SPA 5.11% | 2,115,319 | |||||||||||||
92,171 | IFI Istituto Finanziario Industries * | 1,986,050 | |||||||||||||
Total Italy | 4,101,369 | ||||||||||||||
TOTAL PREFERRED STOCKS (COST $20,381,019) | 32,471,149 | ||||||||||||||
SHORT-TERM INVESTMENTS — 2.3% | |||||||||||||||
58,363,972 | Bank of New York Mellon Institutional Cash Reserves Fund (d) | 58,363,972 | |||||||||||||
97,900,000 | ING Bank Time Deposit, 2.08%, due 09/02/08 | 97,900,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $156,263,972) | 156,263,972 | ||||||||||||||
TOTAL INVESTMENTS — 99.0% (Cost $6,226,624,805) | 6,656,305,496 | ||||||||||||||
Other Assets and Liabilities (net) — 1.0% | 65,317,622 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 6,721,623,118 |
See accompanying notes to the financial statements.
17
GMO Foreign Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
ADR - American Depositary Receipt
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
REIT - Real Estate Investment Trust
SDR - Swedish Depository Receipt
* Non income-producing security.
(a) All or a portion of this security is out on loan (Note 2).
(b) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(c) Bankrupt issuer.
(d) All or a portion of this security represents investment of security lending collateral (Note 2).
As of August 31, 2008, 95.01% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
18
GMO Foreign Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments at value, including securities on loan of $55,257,005 (cost $6,226,624,805) (Note 2) | $ | 6,656,305,496 | |||||
Cash | 20,401 | ||||||
Foreign currency, at value (cost $126,539,587) (Note 2) | 123,639,016 | ||||||
Receivable for investments sold | 16,595,260 | ||||||
Receivable for Fund shares sold | 110,561 | ||||||
Dividends and interest receivable | 26,878,462 | ||||||
Foreign taxes receivable | 2,328,360 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 312,117 | ||||||
Total assets | 6,826,189,673 | ||||||
Liabilities: | |||||||
Collateral on securities loaned, at value (Note 2) | 58,363,972 | ||||||
Payable for investments purchased | 15,403,057 | ||||||
Payable for Fund shares repurchased | 25,247,188 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 3,524,361 | ||||||
Shareholder service fee | 775,678 | ||||||
Administration fee – Class M | 1,092 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 17,594 | ||||||
Payable for 12b-1 fee – Class M | 2,760 | ||||||
Accrued expenses | 1,230,853 | ||||||
Total liabilities | 104,566,555 | ||||||
Net assets | $ | 6,721,623,118 |
See accompanying notes to the financial statements.
19
GMO Foreign Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 5,872,735,853 | |||||
Accumulated undistributed net investment income | 153,568,067 | ||||||
Accumulated net realized gain | 269,254,538 | ||||||
Net unrealized appreciation | 426,064,660 | ||||||
$ | 6,721,623,118 | ||||||
Net assets attributable to: | |||||||
Class II shares | $ | 695,024,807 | |||||
Class III shares | $ | 3,288,038,173 | |||||
Class IV shares | $ | 2,732,122,402 | |||||
Class M shares | $ | 6,437,736 | |||||
Shares outstanding: | |||||||
Class II | 49,160,102 | ||||||
Class III | 231,447,649 | ||||||
Class IV | 192,252,002 | ||||||
Class M | 453,871 | ||||||
Net asset value per share: | |||||||
Class II | $ | 14.14 | |||||
Class III | $ | 14.21 | |||||
Class IV | $ | 14.21 | |||||
Class M | $ | 14.18 |
See accompanying notes to the financial statements.
20
GMO Foreign Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $19,231,608) | $ | 198,461,960 | |||||
Securities lending income | 6,977,507 | ||||||
Interest | 4,130,477 | ||||||
Total investment income | 209,569,944 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 24,183,098 | ||||||
Shareholder service fee – Class II (Note 3) | 868,127 | ||||||
Shareholder service fee – Class III (Note 3) | 2,906,240 | ||||||
Shareholder service fee – Class IV (Note 3) | 1,525,437 | ||||||
12b-1 fee – Class M (Note 3) | 8,723 | ||||||
Administration fee – Class M (Note 3) | 6,979 | ||||||
Custodian and fund accounting agent fees | 1,830,800 | ||||||
Transfer agent fees | 36,340 | ||||||
Audit and tax fees | 55,660 | ||||||
Legal fees | 95,864 | ||||||
Trustees fees and related expenses (Note 3) | 44,277 | ||||||
Registration fees | 16,744 | ||||||
Miscellaneous | 68,632 | ||||||
Total expenses | 31,646,921 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (2,059,098 | ) | |||||
Expense reductions (Note 2) | (42,721 | ) | |||||
Net expenses | 29,545,102 | ||||||
Net investment income (loss) | 180,024,842 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 265,094,404 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 6,055,063 | ||||||
Net realized gain (loss) | 271,149,467 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (1,256,138,558 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (11,392,482 | ) | |||||
Net unrealized gain (loss) | (1,267,531,040 | ) | |||||
Net realized and unrealized gain (loss) | (996,381,573 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (816,356,731 | ) |
See accompanying notes to the financial statements.
21
GMO Foreign Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 180,024,842 | $ | 198,735,620 | |||||||
Net realized gain (loss) | 271,149,467 | 936,210,706 | |||||||||
Change in net unrealized appreciation (depreciation) | (1,267,531,040 | ) | (1,176,011,293 | ) | |||||||
Net increase (decrease) in net assets from operations | (816,356,731 | ) | (41,064,967 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class II | (326,897 | ) | (21,412,395 | ) | |||||||
Class III | (2,078,566 | ) | (104,621,491 | ) | |||||||
Class IV | (2,122,645 | ) | (96,288,052 | ) | |||||||
Class M | — | (177,321 | ) | ||||||||
Total distributions from net investment income | (4,528,108 | ) | (222,499,259 | ) | |||||||
Net realized gains | |||||||||||
Class II | (30,952,457 | ) | (81,212,536 | ) | |||||||
Class III | (153,074,862 | ) | (384,092,710 | ) | |||||||
Class IV | (132,725,396 | ) | (323,497,643 | ) | |||||||
Class M | (278,249 | ) | (736,740 | ) | |||||||
Total distributions from net realized gains | (317,030,964 | ) | (789,539,629 | ) | |||||||
(321,559,072 | ) | (1,012,038,888 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class II | (42,029,841 | ) | (67,333,012 | ) | |||||||
Class III | (246,615,232 | ) | (1,411,331 | ) | |||||||
Class IV | (357,698,096 | ) | 620,525,429 | ||||||||
Class M | 86,985 | 72,341 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | (646,256,184 | ) | 551,853,427 | ||||||||
Total increase (decrease) in net assets | (1,784,171,987 | ) | (501,250,428 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 8,505,795,105 | 9,007,045,533 | |||||||||
End of period (including accumulated undistributed net investment income of $153,568,067 and distributions in excess of net investment income of $21,928,667, respectively) | $ | 6,721,623,118 | $ | 8,505,795,105 |
See accompanying notes to the financial statements.
22
GMO Foreign Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class II share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 16.52 | $ | 18.56 | $ | 16.70 | $ | 15.13 | $ | 13.29 | $ | 8.88 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.35 | 0.40 | 0.38 | 0.28 | 0.26 | 0.17 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.06 | ) | (0.36 | ) | 3.06 | 2.46 | 2.28 | 4.46 | |||||||||||||||||||
Total from investment operations | (1.71 | ) | 0.04 | 3.44 | 2.74 | 2.54 | 4.63 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.01 | ) | (0.44 | ) | (0.43 | ) | (0.33 | ) | (0.34 | ) | (0.22 | ) | |||||||||||||||
From net realized gains | (0.66 | ) | (1.64 | ) | (1.15 | ) | (0.84 | ) | (0.36 | ) | — | ||||||||||||||||
Total distributions | (0.67 | ) | (2.08 | ) | (1.58 | ) | (1.17 | ) | (0.70 | ) | (0.22 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.14 | $ | 16.52 | $ | 18.56 | $ | 16.70 | $ | 15.13 | $ | 13.29 | |||||||||||||||
Total Return(a) | (10.49 | )%** | (0.78 | )% | 21.21 | % | 19.01 | % | 19.40 | % | 52.49 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 695,025 | $ | 848,359 | $ | 1,018,021 | $ | 1,213,447 | $ | 808,149 | $ | 781,448 | |||||||||||||||
Net expenses to average daily net assets | 0.82 | %(b)* | 0.82 | %(b) | 0.82 | % | 0.82 | % | 0.82 | % | 0.82 | % | |||||||||||||||
Net investment income to average daily net assets | 2.21 | %(c)** | 2.10 | % | 2.17 | % | 1.82 | % | 1.92 | % | 1.47 | % | |||||||||||||||
Portfolio turnover rate | 19 | %** | 29 | % | 23 | % | 25 | % | 23 | % | 25 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.05 | % | 0.05 | % | 0.06 | % | 0.08 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
23
GMO Foreign Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 16.59 | $ | 18.64 | $ | 16.76 | $ | 15.18 | $ | 13.34 | $ | 8.90 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.36 | 0.41 | 0.38 | 0.30 | 0.26 | 0.19 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.07 | ) | (0.36 | ) | 3.09 | 2.45 | 2.30 | 4.47 | |||||||||||||||||||
Total from investment operations | (1.71 | ) | 0.05 | 3.47 | 2.75 | 2.56 | 4.66 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.01 | ) | (0.46 | ) | (0.44 | ) | (0.33 | ) | (0.36 | ) | (0.22 | ) | |||||||||||||||
From net realized gains | (0.66 | ) | (1.64 | ) | (1.15 | ) | (0.84 | ) | (0.36 | ) | — | ||||||||||||||||
Total distributions | (0.67 | ) | (2.10 | ) | (1.59 | ) | (1.17 | ) | (0.72 | ) | (0.22 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.21 | $ | 16.59 | $ | 18.64 | $ | 16.76 | $ | 15.18 | $ | 13.34 | |||||||||||||||
Total Return(a) | (10.43 | )%** | (0.75 | )% | 21.36 | % | 19.07 | % | 19.41 | % | 52.76 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 3,288,038 | $ | 4,078,545 | $ | 4,556,742 | $ | 3,800,326 | $ | 3,663,370 | $ | 2,260,046 | |||||||||||||||
Net expenses to average daily net assets | 0.75 | %(b)* | 0.75 | %(b) | 0.75 | % | 0.75 | % | 0.75 | % | 0.75 | % | |||||||||||||||
Net investment income to average daily net assets | 2.24 | %(c)** | 2.16 | % | 2.11 | % | 1.97 | % | 1.87 | % | 1.67 | % | |||||||||||||||
Portfolio turnover rate | 19 | %** | 29 | % | 23 | % | 25 | % | 23 | % | 25 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.05 | % | 0.05 | % | 0.06 | % | 0.08 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
24
GMO Foreign Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 16.59 | $ | 18.64 | $ | 16.77 | $ | 15.18 | $ | 13.34 | $ | 8.90 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.37 | 0.40 | 0.36 | 0.31 | 0.28 | 0.19 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.08 | ) | (0.34 | ) | 3.11 | 2.47 | 2.28 | 4.48 | |||||||||||||||||||
Total from investment operations | (1.71 | ) | 0.06 | 3.47 | 2.78 | 2.56 | 4.67 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.01 | ) | (0.47 | ) | (0.45 | ) | (0.35 | ) | (0.36 | ) | (0.23 | ) | |||||||||||||||
From net realized gains | (0.66 | ) | (1.64 | ) | (1.15 | ) | (0.84 | ) | (0.36 | ) | — | ||||||||||||||||
Total distributions | (0.67 | ) | (2.11 | ) | (1.60 | ) | (1.19 | ) | (0.72 | ) | (0.23 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.21 | $ | 16.59 | $ | 18.64 | $ | 16.77 | $ | 15.18 | $ | 13.34 | |||||||||||||||
Total Return(a) | (10.42 | )%** | (0.68 | )% | 21.36 | % | 19.22 | % | 19.47 | % | 52.84 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 2,732,122 | $ | 3,571,516 | $ | 3,424,024 | $ | 2,007,037 | $ | 1,169,805 | $ | 923,221 | |||||||||||||||
Net expenses to average daily net assets | 0.69 | %(b)* | 0.69 | %(b) | 0.69 | % | 0.69 | % | 0.69 | % | 0.70 | % | |||||||||||||||
Net investment income to average daily net assets | 2.28 | %(c)** | 2.08 | % | 2.04 | % | 1.98 | % | 2.00 | % | 1.65 | % | |||||||||||||||
Portfolio turnover rate | 19 | %** | 29 | % | 23 | % | 25 | % | 23 | % | 25 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.05 | % | 0.05 | % | 0.06 | % | 0.09 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
25
GMO Foreign Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class M share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 16.58 | $ | 18.63 | $ | 16.75 | $ | 15.19 | $ | 13.25 | $ | 8.86 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.33 | 0.35 | 0.30 | 0.24 | 0.30 | 0.14 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.07 | ) | (0.36 | ) | 3.12 | 2.46 | 2.21 | 4.45 | |||||||||||||||||||
Total from investment operations | (1.74 | ) | (0.01 | ) | 3.42 | 2.70 | 2.51 | 4.59 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.40 | ) | (0.39 | ) | (0.30 | ) | (0.21 | ) | (0.20 | ) | ||||||||||||||||
From net realized gains | (0.66 | ) | (1.64 | ) | (1.15 | ) | (0.84 | ) | (0.36 | ) | — | ||||||||||||||||
Total distributions | (0.66 | ) | (2.04 | ) | (1.54 | ) | (1.14 | ) | (0.57 | ) | (0.20 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.18 | $ | 16.58 | $ | 18.63 | $ | 16.75 | $ | 15.19 | $ | 13.25 | |||||||||||||||
Total Return(a) | (10.61 | )%** | (1.05 | )% | 21.04 | % | 18.66 | % | 19.18 | % | 52.10 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 6,438 | $ | 7,375 | $ | 8,258 | $ | 5,673 | $ | 3,508 | $ | 12,878 | |||||||||||||||
Net expenses to average daily net assets | 1.05 | %(b)* | 1.05 | %(b) | 1.05 | % | 1.05 | % | 1.05 | % | 1.05 | % | |||||||||||||||
Net investment income to average daily net assets | 2.07 | %(c)** | 1.81 | % | 1.69 | % | 1.56 | % | 2.24 | % | 1.23 | % | |||||||||||||||
Portfolio turnover rate | 19 | %** | 29 | % | 23 | % | 25 | % | 23 | % | 25 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.05 | % | 0.05 | % | 0.06 | % | 0.08 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
26
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Foreign Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of its benchmark, the MSCI EAFE Index (Europe, Australasia, and Far East). The Fund typically makes equity investments in non-U.S. companies, including companies that issue stocks included in the MSCI international developed country universe (the universe of securities from which the MSCI EAFE Index is constructed) and companies in emerging countries. The Fund generally seeks to be fully invested and normally does not take temporary defensive positions, but may hold up to 10% of its total assets in cash and cash equivalents in order to manage cash inflows and outflows as a result of shareholder purchases and redemptions. The Fund may make investments in emerging countries, but these investments generally will represent 10% or less of the Fund's total assets.
Throughout the period ended August 31, 2008, the Fund had four classes of shares outstanding: Class II, Class III, Class IV, and Class M. Class M shares bear an administration fee and a 12b-1 fee while classes II, III, and IV bear a shareholder service fee (See Note 3). The principal economic difference among the classes of shares is the type and level of fees borne by the classes.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations
27
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 206,414,754 | $ | 123,639,016 | |||||||
Level 2 - Other Significant Observable Inputs | 6,449,888,669 | — | |||||||||
Level 3 - Significant Unobservable Inputs | 2,073 | — | |||||||||
Total | $ | 6,656,305,496 | $ | 123,639,016 |
* Other financial instruments include foreign currency.
28
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments* | ||||||||||
Balance as of February 29, 2008 | $ | 678,951 | $ | — | |||||||
Realized gain (loss) | (261,458 | ) | — | ||||||||
Change in unrealized appreciation/depreciation | 175,922 | — | |||||||||
Net purchases (sales) | (591,342 | ) | — | ||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 2,073 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at
29
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or loss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a
30
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. As of August 31, 2008, the Fund had loane d securities valued by the Fund at $55,257,005, collateralized by cash in the amount of $58,363,972, which was invested in the Bank of New York Mellon Institutional Cash Reserves Fund.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
31
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
The Fund is subject to a Contribuição Provisória sobre Movimentações Financiera ("CPMF") tax which is applied to foreign exchange transactions representing capital inflows or outflows to/from the Brazilian market. For the period ended August 31, 2008, the Fund incurred no CPMF tax.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 6,264,657,984 | $ | 980,629,179 | $ | (588,981,667 | ) | $ | 391,647,512 |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
For the period ended August 31, 2008, the Fund had net realized gains attributed to redemption in-kind transactions of $26,305,243.
32
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increase s or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class's operations.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
33
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.60% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.22% for Class II shares, 0.15% for Class III shares, and 0.09% for Class IV shares.
Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily Class M net assets. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily Class M net assets for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or for the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund's average daily Class M net assets.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.60% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, administration and distribution (12b-1) fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of invest ment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $40,229 and $23,276, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration is paid by the Fund to any other officer of the Trust.
34
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $1,466,238,389 and $2,100,564,667, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, the Fund had no shareholders individually holding more than 10% of the Fund's outstanding shares.
As of August 31, 2008, 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 0.62% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class II: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 3,507,325 | $ | 56,481,955 | 16,492,099 | $ | 297,811,599 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,994,551 | 29,180,278 | 4,944,763 | 92,077,263 | |||||||||||||||
Shares repurchased | (7,709,759 | ) | (127,692,074 | ) | (24,912,687 | ) | (457,221,874 | ) | |||||||||||
Net increase (decrease) | (2,207,883 | ) | $ | (42,029,841 | ) | (3,475,825 | ) | $ | (67,333,012 | ) |
35
GMO Foreign Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 7,748,212 | $ | 125,482,036 | 40,267,613 | $ | 743,943,093 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 10,222,023 | 150,263,734 | 24,148,643 | 451,660,303 | |||||||||||||||
Shares repurchased | (32,398,674 | ) | (522,361,002 | ) | (63,056,039 | ) | (1,197,014,727 | ) | |||||||||||
Net increase (decrease) | (14,428,439 | ) | $ | (246,615,232 | ) | 1,360,217 | $ | (1,411,331 | ) | ||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,184,041 | $ | 18,853,092 | 35,986,533 | $ | 684,663,196 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 9,043,697 | 132,942,351 | 20,380,015 | 379,339,109 | |||||||||||||||
Shares repurchased | (33,254,699 | ) | (509,493,539 | ) | (24,769,071 | ) | (443,476,876 | ) | |||||||||||
Net increase (decrease) | (23,026,961 | ) | $ | (357,698,096 | ) | 31,597,477 | $ | 620,525,429 | |||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class M: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 34,451 | $ | 536,297 | 90,342 | $ | 1,706,341 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 18,954 | 278,249 | 48,969 | 914,061 | |||||||||||||||
Shares repurchased | (44,373 | ) | (727,561 | ) | (137,839 | ) | (2,548,061 | ) | |||||||||||
Net increase (decrease) | 9,032 | $ | 86,985 | 1,472 | $ | 72,341 |
36
GMO Foreign Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, `and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
37
GMO Foreign Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager,
38
GMO Foreign Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
39
GMO Foreign Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $35,000,000 account value divided by $1,000 = 35,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
40
GMO Foreign Fund
(A Series of GMO Trust)
Fund Expenses — (Continued)
August 31, 2008 (Unaudited)
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class II | |||||||||||||||||||
1) Actual | 0.82 | % | $ | 1,000.00 | $ | 895.10 | $ | 3.92 | |||||||||||
2) Hypothetical | 0.82 | % | $ | 1,000.00 | $ | 1,021.07 | $ | 4.18 | |||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.75 | % | $ | 1,000.00 | $ | 895.70 | $ | 3.58 | |||||||||||
2) Hypothetical | 0.75 | % | $ | 1,000.00 | $ | 1,021.42 | $ | 3.82 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.69 | % | $ | 1,000.00 | $ | 895.80 | $ | 3.30 | |||||||||||
2) Hypothetical | 0.69 | % | $ | 1,000.00 | $ | 1,021.73 | $ | 3.52 | |||||||||||
Class M | |||||||||||||||||||
1) Actual | 1.05 | % | $ | 1,000.00 | $ | 893.90 | $ | 5.01 | |||||||||||
2) Hypothetical | 1.05 | % | $ | 1,000.00 | $ | 1,019.91 | $ | 5.35 |
* Expenses are calculated using each Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
41
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 95.8 | % | |||||
Short-Term Investments | 7.1 | ||||||
Preferred Stocks | 1.0 | ||||||
Other | (3.9 | ) | |||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
Japan | 20.1 | % | |||||
United Kingdom | 19.4 | ||||||
Germany | 9.3 | ||||||
France | 6.4 | ||||||
Italy | 5.9 | ||||||
Switzerland | 5.8 | ||||||
Canada | 4.9 | ||||||
Finland | 3.3 | ||||||
South Korea | 3.3 | ||||||
Norway | 2.3 | ||||||
Brazil | 2.1 | ||||||
Hong Kong | 2.1 | ||||||
Netherlands | 2.1 | ||||||
Spain | 1.7 | ||||||
Australia | 1.6 | ||||||
Taiwan | 1.6 | ||||||
Sweden | 1.3 | ||||||
Mexico | 1.2 | ||||||
Singapore | 1.1 | ||||||
Belgium | 0.8 | ||||||
Greece | 0.7 | ||||||
Austria | 0.6 | ||||||
China | 0.6 | ||||||
Ireland | 0.6 | ||||||
Philippines | 0.5 | ||||||
India | 0.2 | ||||||
Malaysia | 0.2 | ||||||
Thailand | 0.2 | ||||||
New Zealand | 0.1 | ||||||
100.0 | % |
1
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary | % of Equity Investments | ||||||
Industrials | 19.8 | % | |||||
Consumer Discretionary | 18.0 | ||||||
Financials | 15.5 | ||||||
Information Technology | 10.0 | ||||||
Materials | 9.6 | ||||||
Consumer Staples | 9.1 | ||||||
Energy | 7.2 | ||||||
Health Care | 6.0 | ||||||
Utilities | 3.4 | ||||||
Telecommunication Services | 1.4 | ||||||
100.0 | % |
2
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 95.8% | |||||||||||||||
Australia — 1.5% | |||||||||||||||
658,714 | Australian Vintage Ltd * | 543,239 | |||||||||||||
283,000 | Billabong International Ltd | 3,097,043 | |||||||||||||
421,897 | Consolidated Rutile Ltd | 130,132 | |||||||||||||
361,987 | Goodman Group | 975,535 | |||||||||||||
702,000 | Insurance Australia Group Ltd | 2,373,012 | |||||||||||||
525,000 | Metcash Ltd | 1,766,754 | |||||||||||||
438,800 | PMP Ltd | 467,455 | |||||||||||||
188,000 | Seven Network Ltd | 1,270,498 | |||||||||||||
81,300 | SP AusNet | 79,879 | |||||||||||||
245,000 | West Australian Newspapers Holdings Ltd (a) | 1,903,321 | |||||||||||||
Total Australia | 12,606,868 | ||||||||||||||
Austria — 0.6% | |||||||||||||||
11,900 | Agrana Beteiligungs AG | 933,447 | |||||||||||||
61,600 | EVN AG | 1,620,854 | |||||||||||||
20,677 | Flughafen Wien AG | 1,677,120 | |||||||||||||
35,000 | Wienerberger AG | 918,455 | |||||||||||||
Total Austria | 5,149,876 | ||||||||||||||
Belgium — 0.8% | |||||||||||||||
102,000 | AGFA-Gevaert NV * (a) | 812,286 | |||||||||||||
24,928 | Bekaert NV | 4,347,018 | |||||||||||||
64,200 | Fortis VVPR Strip * | 942 | |||||||||||||
26,964 | Omega Pharma SA | 1,364,727 | |||||||||||||
Total Belgium | 6,524,973 | ||||||||||||||
Brazil — 2.1% | |||||||||||||||
630,000 | Cia Hering | 3,401,227 | |||||||||||||
216,400 | Helbor Empreendimentos SA | 781,961 | |||||||||||||
253,500 | Hypermarcas SA * | 2,465,015 | |||||||||||||
700,000 | Industrias Romi SA | 5,819,018 |
See accompanying notes to the financial statements.
3
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Brazil — continued | |||||||||||||||
586,000 | JHSF Participacoes SA | 2,408,712 | |||||||||||||
7,500 | MPX Mineracao e Energia SA * | 2,111,963 | |||||||||||||
Total Brazil | 16,987,896 | ||||||||||||||
Canada — 4.7% | |||||||||||||||
330,300 | Air Canada Class A * (a) | 1,514,938 | |||||||||||||
272,800 | Flint Energy Services Ltd * | 4,506,416 | |||||||||||||
412,100 | Gammon Gold Inc * | 3,834,571 | |||||||||||||
138,900 | ING Canada Inc | 5,232,624 | |||||||||||||
90,600 | KAP Resources Ltd * (b) (c) | 853 | |||||||||||||
291,800 | Kingsway Financial Services Inc | 2,583,274 | |||||||||||||
333,500 | Linamar Corp | 3,709,394 | |||||||||||||
218,900 | Penn West Energy Trust | 6,425,987 | |||||||||||||
316,900 | Precision Drilling Trust | 6,727,186 | |||||||||||||
749,300 | Western Canadian Coal Corp * (a) | 4,474,065 | |||||||||||||
Total Canada | 39,009,308 | ||||||||||||||
China — 0.6% | |||||||||||||||
5,000,000 | Franshion Properties China Ltd | 1,812,073 | |||||||||||||
6,900,000 | Uni-President China Holding Ltd * | 2,741,929 | |||||||||||||
Total China | 4,554,002 | ||||||||||||||
Finland — 3.2% | |||||||||||||||
62,500 | Atria Group Plc | 1,282,037 | |||||||||||||
243,000 | Hk-Ruokatalo Oyj Class A | 2,291,538 | |||||||||||||
187,133 | KCI Konecranes Oyj | 6,176,482 | |||||||||||||
957,072 | M-real Oyj B shares | 1,735,012 | |||||||||||||
150,783 | Marimekko Oyj | 2,879,286 | |||||||||||||
173,729 | Nokian Renkaat Oyj | 6,186,948 | |||||||||||||
171,083 | Poyry Oyj | 4,151,606 | |||||||||||||
56,000 | Uponor Oyj (a) | 769,996 | |||||||||||||
77,305 | YIT Oyj | 1,202,478 | |||||||||||||
Total Finland | 26,675,383 |
See accompanying notes to the financial statements.
4
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
France — 6.1% | |||||||||||||||
11,272 | BIC SA | 680,067 | |||||||||||||
140,088 | Boursorama * (a) | 1,413,519 | |||||||||||||
87,000 | Cap Gemini SA | 5,136,515 | |||||||||||||
3,700 | Casino Guichard-Perrachon SA | 362,577 | |||||||||||||
23,271 | Christian Dalloz | 2,801,908 | |||||||||||||
6,450 | Damartex SA | 141,708 | |||||||||||||
115,000 | Essilor International SA | 6,117,739 | |||||||||||||
47,808 | Eurazeo | 4,696,250 | |||||||||||||
6,300 | Gaumont SA | 539,030 | |||||||||||||
9,000 | Guyenne et Gascogne SA | 1,073,594 | |||||||||||||
54,812 | Klepierre | 2,184,953 | |||||||||||||
44,700 | Lisi (a) | 3,604,218 | |||||||||||||
43,579 | Neopost SA | 4,543,355 | |||||||||||||
1,351 | SAGA | 154,575 | |||||||||||||
18,182 | Seb SA | 986,649 | |||||||||||||
6,813 | Sequana Capital | 111,171 | |||||||||||||
50,000 | Sodexo | 3,373,855 | |||||||||||||
21,000 | Thales SA | 1,183,547 | |||||||||||||
15,244 | Union du Credit-Bail Immobilier | 3,165,116 | |||||||||||||
45,472 | Virbac SA | 3,992,349 | |||||||||||||
84,141 | Zodiac SA (a) | 4,219,147 | |||||||||||||
Total France | 50,481,842 | ||||||||||||||
Germany — 8.3% | |||||||||||||||
46,080 | Aareal Bank AG | 1,099,331 | |||||||||||||
37,464 | Adidas AG | 2,188,305 | |||||||||||||
125,000 | Altana AG | 1,992,236 | |||||||||||||
11,527 | Axel Springer AG | 1,190,768 | |||||||||||||
55,800 | Beiersdorf AG (Bearer) | 3,248,276 | |||||||||||||
140,655 | Cat Oil AG * (a) | 1,342,995 | |||||||||||||
29,100 | Celesio AG | 1,118,709 | |||||||||||||
48,400 | Commerzbank AG | 1,421,965 | |||||||||||||
16,900 | Continental AG (a) | 1,831,891 | |||||||||||||
61,100 | Douglas Holdings AG (a) | 2,708,643 | |||||||||||||
162,216 | Eurocastle Investment (a) | 1,349,912 |
See accompanying notes to the financial statements.
5
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Germany — continued | |||||||||||||||
37,287 | Fielmann AG | 2,839,559 | |||||||||||||
200,000 | Francotyp-Postalia Holdings AG (a) | 601,696 | |||||||||||||
48,000 | Fraport AG | 3,089,241 | |||||||||||||
68,000 | Fresenius Medical Care AG & Co | 3,641,408 | |||||||||||||
127,500 | Gagfah SA | 1,745,185 | |||||||||||||
80,000 | Gerresheimer AG | 4,033,308 | |||||||||||||
114,367 | Grenkeleasing AG | 3,817,781 | |||||||||||||
87,220 | Heidelberger Druckmaschinen (a) | 1,777,924 | |||||||||||||
615,000 | Infineon Technologies AG * | 5,251,463 | |||||||||||||
15,000 | MAN AG | 1,464,736 | |||||||||||||
28,500 | Metro AG | 1,584,442 | |||||||||||||
65,146 | Nemetschek AG | 1,572,214 | |||||||||||||
303,600 | Patrizia Immobilien AG * (a) | 1,223,147 | |||||||||||||
297,184 | Praktiker Bau-Und Heim | 4,458,457 | |||||||||||||
5,588 | Puma AG Rudolf Dassler Sport | 1,757,583 | |||||||||||||
375,000 | Symrise AG | 6,493,127 | |||||||||||||
100,000 | Wacker Construction Equipment AG (a) | 1,010,240 | |||||||||||||
40,000 | Wincor Nixdorf AG | 2,928,995 | |||||||||||||
Total Germany | 68,783,537 | ||||||||||||||
Greece — 0.7% | |||||||||||||||
87,745 | Bank of Cyprus Public Co Ltd | 1,075,946 | |||||||||||||
29,718 | Folli-Follie Abee | 679,384 | |||||||||||||
75,000 | Metka SA | 1,392,524 | |||||||||||||
75,000 | Mytilineos Holdings SA | 869,161 | |||||||||||||
50,000 | Piraeus Bank SA | 1,347,647 | |||||||||||||
Total Greece | 5,364,662 | ||||||||||||||
Hong Kong — 2.0% | |||||||||||||||
3,988,198 | Hong Kong & Shanghai Hotels | 5,681,979 | |||||||||||||
2,686,307 | Industrial & Commercial Bank of China | 5,884,880 | |||||||||||||
1,200,000 | Ming An Holdings Co Ltd (The) | 156,984 | |||||||||||||
9,972,000 | TPV Technology Ltd | 4,855,674 | |||||||||||||
Total Hong Kong | 16,579,517 |
See accompanying notes to the financial statements.
6
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
India — 0.2% | |||||||||||||||
200,000 | Welspun Gujarat Stahl Ltd | 1,440,144 | |||||||||||||
Ireland — 0.6% | |||||||||||||||
46,346 | Anglo Irish Bank Corp | 401,458 | |||||||||||||
507,600 | Blackrock International * | 96,510 | |||||||||||||
28,051 | CRH Plc | 731,736 | |||||||||||||
41,500 | DCC Plc | 1,003,862 | |||||||||||||
30,000 | FBD Holdings Plc | 625,478 | |||||||||||||
46,000 | Grafton Group Plc * | 257,777 | |||||||||||||
379,440 | IFG Group Plc | 861,093 | |||||||||||||
9,500 | Irish Life & Permanent Plc | 88,455 | |||||||||||||
25,000 | Kerry Group Plc | 677,979 | |||||||||||||
Total Ireland | 4,744,348 | ||||||||||||||
Italy — 5.7% | |||||||||||||||
355,000 | Arnoldo Mondadori Editore SPA (a) | 1,942,803 | |||||||||||||
107,000 | Banco Popolare Scarl | 2,038,202 | |||||||||||||
157,000 | Brembo SPA | 1,790,952 | |||||||||||||
179,200 | Buzzi Unicem SPA | 3,547,852 | |||||||||||||
436,100 | Campari | 3,640,223 | |||||||||||||
232,700 | Finmeccanica SPA | 6,223,847 | |||||||||||||
307,716 | Grouppo Editoriale L'Espresso (a) | 768,342 | |||||||||||||
1,228,700 | IFIL SPA | 8,004,287 | |||||||||||||
300,300 | Indesit Company SPA (a) | 3,424,082 | |||||||||||||
621,425 | Intesa San Paolo | 3,335,678 | |||||||||||||
100,000 | Italcementi SPA (a) | 1,400,505 | |||||||||||||
600,000 | Snam Rete Gas SPA | 3,748,195 | |||||||||||||
2,359,364 | Telecom Italia SPA-Di RISP | 2,990,568 | |||||||||||||
187,500 | Unione di Banche Italiane ScpA | 4,191,298 | |||||||||||||
Total Italy | 47,046,834 | ||||||||||||||
Japan — 19.5% | |||||||||||||||
370,000 | Asics Corp | 3,259,802 | |||||||||||||
600,000 | Capcom (a) | 18,341,547 | |||||||||||||
2,000,000 | Daicel Chemical Industries Ltd | 10,142,061 |
See accompanying notes to the financial statements.
7
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
3,000,000 | Dainippon Ink and Chemicals Inc | 6,648,634 | |||||||||||||
120,000 | Diamond Lease Co Ltd | 4,201,471 | |||||||||||||
16,300 | Disco Corp | 606,190 | |||||||||||||
599 | Fuji Television Network Inc | 859,765 | |||||||||||||
300,000 | Hisamitsu Pharmaceutical Co Inc | 13,324,938 | |||||||||||||
625,000 | Hitachi Chemical Co Ltd | 11,369,802 | |||||||||||||
200,000 | Hitachi Koki Co Ltd | 2,350,828 | |||||||||||||
300,000 | Hitachi Transport System Ltd | 4,061,051 | |||||||||||||
550,000 | Izumi Co Ltd (a) | 8,014,182 | |||||||||||||
600 | Japan Retail Fund Investment Corp | 2,483,507 | |||||||||||||
160,000 | Keihin Corp (a) | 2,651,487 | |||||||||||||
750,000 | Keiyo Bank Ltd (The) | 3,504,313 | |||||||||||||
300,000 | KOSE Corp | 8,156,639 | |||||||||||||
120,000 | Micronics Japan Co Ltd (a) | 2,483,885 | |||||||||||||
207,200 | Musashi Seimitsu Industry Co Ltd | 4,567,635 | |||||||||||||
600,000 | Nabtesco Corp | 6,224,768 | |||||||||||||
700,000 | NHK Spring Co Ltd | 4,706,619 | |||||||||||||
458 | Nippon Commercial Investment Corp (REIT) | 935,402 | |||||||||||||
306,500 | Nippon System Development Co Ltd | 3,389,042 | |||||||||||||
480,000 | Rohto Pharmaceutical Co Ltd | 5,729,898 | |||||||||||||
450,000 | Sanwa Shutter Corp | 1,675,408 | |||||||||||||
593 | Seven Bank Ltd | 1,506,583 | |||||||||||||
725,000 | Shimadzu Corp | 6,794,799 | |||||||||||||
1,250,000 | Snow Brand Milk Products Co Ltd (a) | 3,798,954 | |||||||||||||
300,000 | Sumitomo Rubber Industries | 2,393,319 | |||||||||||||
270,000 | Taiyo Ink Manufacturing Co Ltd | 5,222,787 | |||||||||||||
437,000 | Toyo Suisan Kaisha Ltd | 10,897,974 | |||||||||||||
1,254 | USJ Co Ltd | 749,195 | |||||||||||||
Total Japan | 161,052,485 | ||||||||||||||
Malaysia — 0.2% | |||||||||||||||
2,241,200 | Eastern & Oriental Berhad | 671,798 | |||||||||||||
700,000 | IJM Corp Berhad * | 1,036,190 | |||||||||||||
Total Malaysia | 1,707,988 |
See accompanying notes to the financial statements.
8
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Mexico — 1.1% | |||||||||||||||
1,000,000 | Controladora Comercial Mexicana SA de CV | 2,496,414 | |||||||||||||
3,000,000 | Genomma Lab Internacional SA Class B * | 4,764,290 | |||||||||||||
335,800 | Megacable Holdings SAB de CV * | 662,930 | |||||||||||||
1,600,000 | Sare Holding SA de CV * | 1,244,803 | |||||||||||||
Total Mexico | 9,168,437 | ||||||||||||||
Netherlands — 2.0% | |||||||||||||||
28,345 | CSM | 759,099 | |||||||||||||
131,100 | Imtech NV | 3,363,452 | |||||||||||||
96,449 | Koninklijke Ten Cate NV | 3,800,216 | |||||||||||||
170,000 | Koninklijke Wessanen NV | 1,623,210 | |||||||||||||
25,000 | Nutreco Holding NV * | 1,543,337 | |||||||||||||
40,621 | Randstad Holdings NV | 1,245,572 | |||||||||||||
61,736 | Reed Elsevier NV | 1,032,233 | |||||||||||||
121,400 | TomTom NV * (a) | 2,998,525 | |||||||||||||
Total Netherlands | 16,365,644 | ||||||||||||||
New Zealand — 0.1% | |||||||||||||||
485,400 | Air New Zealand | 389,360 | |||||||||||||
Norway — 2.2% | |||||||||||||||
1,442,334 | Ability Drilling ASA * | 2,400,960 | |||||||||||||
3,000,000 | DNO International ASA * (a) | 4,818,256 | |||||||||||||
832,085 | Prosafe ASA * | 7,492,195 | |||||||||||||
832,085 | Prosafe Production Public Ltd * | 3,836,084 | |||||||||||||
Total Norway | 18,547,495 | ||||||||||||||
Philippines — 0.5% | |||||||||||||||
17,000,000 | Aboitiz Power Corp | 2,059,290 | |||||||||||||
5,100,000 | Alliance Global Group Inc * | 513,310 | |||||||||||||
1,147,500 | First Gen Corp | 619,900 | |||||||||||||
23,400,000 | Pepsi-Cola Products Philippines Inc * | 1,109,226 | |||||||||||||
Total Philippines | 4,301,726 |
See accompanying notes to the financial statements.
9
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Singapore — 1.1% | |||||||||||||||
17,296,000 | Anwell Technologies Ltd * | 546,813 | |||||||||||||
375,000 | ARA Asset Management Ltd 144A | 172,542 | |||||||||||||
575,000 | Banyan Tree Holdings Inc | 402,161 | |||||||||||||
3,569,000 | Chemoil Energy Ltd | 1,175,272 | |||||||||||||
3,307,000 | Financial One Corp | 985,764 | |||||||||||||
3,250,000 | First Ship Lease Trust | 2,587,294 | |||||||||||||
2,962,000 | LMA International NV * | 353,463 | |||||||||||||
1,097,000 | People's Food Holdings Ltd | 706,870 | |||||||||||||
2,000,000 | Petra Foods Ltd | 1,235,101 | |||||||||||||
350,000 | SembCorp Marine Ltd | 927,652 | |||||||||||||
Total Singapore | 9,092,932 | ||||||||||||||
South Korea — 3.0% | |||||||||||||||
38,980 | Asia Cement Co Ltd | 2,072,239 | |||||||||||||
20,000 | Cheil Industries Inc | 947,619 | |||||||||||||
298,849 | Handsome Corp | 3,034,055 | |||||||||||||
4,420 | Hie Brewery Co Ltd * | 848,361 | |||||||||||||
5,580 | Hite Brewery Co Ltd | 175,753 | |||||||||||||
10,000 | KCC Engineering & Construction Co | 259,722 | |||||||||||||
144,000 | Kooksoondang Co Ltd | 561,920 | |||||||||||||
81,100 | Korea Electric Terminal Co | 1,236,703 | |||||||||||||
320,963 | Kortek Corp | 2,051,888 | |||||||||||||
76,110 | Kumho Tire Co Inc | 572,700 | |||||||||||||
22,000 | Nong Shim Co Ltd | 4,427,833 | |||||||||||||
37,210 | Pulmuone Co Ltd * | 908,978 | |||||||||||||
23,790 | Pulmuone Holdings Co Ltd | 813,695 | |||||||||||||
134,800 | Pusan Bank | 1,499,098 | |||||||||||||
78,000 | Samsung Card Co Ltd | 2,842,741 | |||||||||||||
60,000 | Samsung Techwin Co Ltd | 1,711,772 | |||||||||||||
25,000 | Samwhan Corp | 385,935 | |||||||||||||
Total South Korea | 24,351,012 |
See accompanying notes to the financial statements.
10
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Spain — 1.7% | |||||||||||||||
32,000 | ACS Actividades de Construccion y Servicios SA | 1,416,950 | |||||||||||||
20,000 | Fomento de Construcciones y Contratas SA | 1,001,840 | |||||||||||||
15,597 | Gas Natural SDG SA | 722,580 | |||||||||||||
5,000 | Grupo Ferrovial SA | 249,828 | |||||||||||||
209,000 | Mapfre SA | 999,498 | |||||||||||||
30,000 | Red Electrica de Espana | 1,770,002 | |||||||||||||
65,000 | Tecnicas Reunidas SA | 4,289,061 | |||||||||||||
131,592 | Union Fenosa SA | 3,334,549 | |||||||||||||
Total Spain | 13,784,308 | ||||||||||||||
Sweden — 1.2% | |||||||||||||||
57,950 | Autoliv Inc SDR | 2,207,947 | |||||||||||||
277,200 | SAAB AB Class B | 6,680,036 | |||||||||||||
1,000,000 | Trigon Agri A/S * | 1,392,817 | |||||||||||||
Total Sweden | 10,280,800 | ||||||||||||||
Switzerland — 5.6% | |||||||||||||||
213,100 | Bank Sarasin & Cie AG Class B (Registered) | 9,183,533 | |||||||||||||
14,450 | Bobst Group AG (Registered) | 1,017,724 | |||||||||||||
86,286 | Charles Voegele Holding AG * | 4,480,313 | |||||||||||||
2,389 | Forbo Holdings AG (Registered) * (a) | 1,006,764 | |||||||||||||
18,940 | Geberit AG (Registered) | 2,756,752 | |||||||||||||
17,510 | Helvetia Patria Holding (Registered) | 5,426,885 | |||||||||||||
1,000 | Jelmoli Holding AG (Bearer) | 2,446,024 | |||||||||||||
3,250 | Jelmoli Holding AG (Registered) | 1,596,472 | |||||||||||||
200,309 | Kardex AG * | 10,883,101 | |||||||||||||
552 | SGS SA (Registered) | 707,289 | |||||||||||||
8,800 | Swatch Group AG | 2,068,267 | |||||||||||||
7,600 | Swisscom AG (Registered) | 2,435,300 | |||||||||||||
9,350 | Valora Holding AG | 2,216,383 | |||||||||||||
Total Switzerland | 46,224,807 |
See accompanying notes to the financial statements.
11
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Taiwan — 1.5% | |||||||||||||||
160,000 | 104 Corp | 508,084 | |||||||||||||
1,594,840 | Advanced Semiconductor Engineering Inc | 1,149,920 | |||||||||||||
263,900 | Catcher Technology Co Ltd | 885,625 | |||||||||||||
2,040,150 | China Motor Corp | 1,190,698 | |||||||||||||
1,000,000 | Continental Engineering Corp | 451,877 | |||||||||||||
444,475 | E.Sun Financial Holdings Co Ltd | 171,203 | |||||||||||||
4,769,280 | Gold Circuit Electronics Ltd | 2,436,464 | |||||||||||||
420,090 | Kinsus Interconnect Technology Corp | 807,362 | |||||||||||||
272,567 | Novatek Microelectronics Corp Ltd | 585,347 | |||||||||||||
1,582,795 | Phoenix Precision Technology Corp | 883,611 | |||||||||||||
3,143,322 | Tsann Kuen Enterprises Co Ltd | 2,551,345 | |||||||||||||
1,339,019 | Yulon Motor Co Ltd | 1,074,285 | |||||||||||||
Total Taiwan | 12,695,821 | ||||||||||||||
Thailand — 0.2% | |||||||||||||||
836,000 | Esso Thailand Pcl (Foreign Registered) | 191,665 | |||||||||||||
11,100,000 | Home Product Center Pcl (Foreign Registered) | 1,526,768 | |||||||||||||
Total Thailand | 1,718,433 | ||||||||||||||
United Kingdom — 18.8% | |||||||||||||||
45,000 | Alliance & Leicester Plc | 266,863 | |||||||||||||
145,000 | AMEC Plc | 2,224,196 | |||||||||||||
150,000 | Aquarius Platinum Ltd | 1,339,603 | |||||||||||||
488,989 | Balfour Beatty Plc | 3,662,126 | |||||||||||||
180,327 | BBA Aviation Plc | 435,901 | |||||||||||||
687,250 | Bodycote International Plc | 2,904,885 | |||||||||||||
483,333 | Brit Insurance Holdings Plc | 1,701,912 | |||||||||||||
438,800 | British Airways Plc | 1,995,587 | |||||||||||||
135,000 | British Energy Group Plc | 1,802,817 | |||||||||||||
223,403 | Cattle's Plc | 484,645 | |||||||||||||
269,000 | Centrica Plc | 1,601,325 | |||||||||||||
144,888 | Chemring Group | 6,143,019 | |||||||||||||
550,000 | Cobham Plc | 2,299,088 | |||||||||||||
742,000 | Compass Group Plc | 4,937,907 |
See accompanying notes to the financial statements.
12
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
66,951 | Computacenter Plc | 152,857 | |||||||||||||
200,000 | Davis Service Group (Ordinary) | 1,239,429 | |||||||||||||
1,403,503 | Dawnay Day Treveria Plc | 622,850 | |||||||||||||
132,333 | De La Rue Plc | 2,117,409 | |||||||||||||
3,300,000 | Dimension Data Holdings Plc | 3,171,923 | |||||||||||||
11,400 | Experian Group | 85,869 | |||||||||||||
95,200 | Filtrona Plc | 312,641 | |||||||||||||
307,600 | Fyffes Plc | 173,427 | |||||||||||||
1,003,000 | Galliford Try Plc | 1,180,911 | |||||||||||||
115,027 | Go-Ahead Group Plc | 4,071,172 | |||||||||||||
621,109 | Group 4 Securicor Plc | 2,635,848 | |||||||||||||
1,216,252 | Hays Plc | 2,109,962 | |||||||||||||
10,000 | Homeserve Plc * | 262,297 | |||||||||||||
386,049 | ICAP Plc | 3,324,112 | |||||||||||||
593,466 | Inmarsat Plc | 5,524,209 | |||||||||||||
126,277 | Intermediate Capital Group Plc | 3,172,696 | |||||||||||||
115,000 | International Personal Finance | 648,672 | |||||||||||||
117,207 | Interserve Plc | 895,645 | |||||||||||||
64,000 | ITV Plc | 52,055 | |||||||||||||
150,000 | JJB Sports Plc | 347,526 | |||||||||||||
115,000 | Johnson Matthey Plc | 3,402,866 | |||||||||||||
104,929 | Kazakhmys Plc | 2,462,293 | |||||||||||||
310,000 | Kesa Electricals Plc | 910,406 | |||||||||||||
191,649 | Kier Group Plc | 4,024,377 | |||||||||||||
97,000 | Lamprell Plc | 849,020 | |||||||||||||
30,000 | Lonmin Plc | 1,894,776 | |||||||||||||
146,000 | Misys Plc | 444,740 | |||||||||||||
464,498 | Mitie Group Plc | 1,890,365 | |||||||||||||
207,142 | N Brown Group | 792,181 | |||||||||||||
101,000 | Next Plc | 1,948,818 | |||||||||||||
497,357 | Pennon Group Plc | 5,546,351 | |||||||||||||
196,076 | Petrofac Ltd | 2,325,642 | |||||||||||||
305,555 | Playtech Ltd | 3,032,037 | |||||||||||||
57,500 | Provident Financial Plc | 949,268 | |||||||||||||
600,000 | Qinetiq Plc | 2,452,645 |
See accompanying notes to the financial statements.
13
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
200,000 | Record Plc | 339,159 | |||||||||||||
375,736 | Rexam Plc | 2,773,065 | |||||||||||||
750,000 | RM Plc | 2,327,552 | |||||||||||||
1,091,496 | Royal & Sun Alliance Insurance Group | 2,988,231 | |||||||||||||
1,000,000 | Sage Group Plc | 3,812,855 | |||||||||||||
275,000 | Savills Plc | 1,434,724 | |||||||||||||
50,000 | Schroders Plc | 922,007 | |||||||||||||
245,858 | Segro Plc | 1,955,466 | |||||||||||||
419,930 | Serco Group Plc | 3,285,242 | |||||||||||||
90,000 | Severn Trent (Ordinary Shares) | 2,231,447 | |||||||||||||
144,000 | Shire Ltd | 2,536,917 | |||||||||||||
755,160 | Smith (David S.) Holdings Plc | 1,762,802 | |||||||||||||
35,600 | Smith News Plc | 52,109 | |||||||||||||
50,000 | Smiths Group Plc | 1,039,626 | |||||||||||||
100,000 | Smurfit Kappa Plc | 642,040 | |||||||||||||
23,796 | Soco International Plc * | 652,136 | |||||||||||||
147,500 | Spice Plc | 1,471,474 | |||||||||||||
58,600 | Tate & Lyle Plc | 472,279 | |||||||||||||
41,300 | Tomkins Plc | 111,563 | |||||||||||||
307,600 | Total Produce | 239,815 | |||||||||||||
110,181 | Travis Perkins Plc | 1,341,795 | |||||||||||||
1,049,754 | TT Group Plc | 1,949,710 | |||||||||||||
155,700 | Ultra Electronics Holdings | 3,912,683 | |||||||||||||
221,206 | United Business Media Ltd | 2,390,804 | |||||||||||||
66,179 | Venture Production (Ordinary Shares) | 993,485 | |||||||||||||
151,495 | VT Group Plc | 1,700,603 | |||||||||||||
177,097 | WH Smith Plc | 1,237,632 | |||||||||||||
170,366 | William Hill Plc | 876,408 | |||||||||||||
1,036,882 | William Morrison Supermarkets Plc | 5,323,033 | |||||||||||||
33,800 | Wolseley Plc | 272,721 | |||||||||||||
850,000 | Wood Group (John) Plc | 7,370,448 | |||||||||||||
Total United Kingdom | 155,247,000 | ||||||||||||||
TOTAL COMMON STOCKS (COST $751,724,626) | 790,877,438 |
See accompanying notes to the financial statements.
14
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
PREFERRED STOCKS — 1.0% | |||||||||||||||
France — 0.1% | |||||||||||||||
6,800 | Casino Guichard-Perrachon SA 4.68% (a) | 491,134 | |||||||||||||
Germany — 0.7% | |||||||||||||||
36,500 | Henkel KGaA 1.95% | 1,433,200 | |||||||||||||
40,000 | Hugo Boss AG 6.06% | 1,400,628 | |||||||||||||
200,000 | ProSiebenSat.1 Media AG 18.09% | 2,038,847 | |||||||||||||
5,200 | Volkswagen AG 1.73% | 801,559 | |||||||||||||
Total Germany | 5,674,234 | ||||||||||||||
Italy — 0.0% | |||||||||||||||
10,000 | IFI Istituto Finanziario Industries * | 215,474 | |||||||||||||
South Korea — 0.2% | |||||||||||||||
320,000 | Daishin Securities Co 18.22% | 2,208,828 | |||||||||||||
TOTAL PREFERRED STOCKS (COST $13,293,369) | 8,589,670 | ||||||||||||||
SHORT-TERM INVESTMENTS — 7.1% | |||||||||||||||
47,554,381 | Bank of New York Mellon Institutional Cash Reserves Fund (d) | 47,554,381 | |||||||||||||
10,800,000 | HSBC Time Deposit, 2.15%, due 09/02/08 | 10,800,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $58,354,381) | 58,354,381 | ||||||||||||||
TOTAL INVESTMENTS — 103.9% (Cost $823,372,376) | 857,821,489 | ||||||||||||||
Other Assets and Liabilities (net) — (3.9)% | (32,406,095 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 825,415,394 |
See accompanying notes to the financial statements.
15
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
REIT - Real Estate Investment Trust
SDR - Swedish Depository Receipt
* Non income-producing security.
(a) All or a portion of this security is out on loan (Note 2).
(b) Bankrupt issuer.
(c) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(d) All or a portion of this security represents investment of security lending collateral.
As of August 31, 2008, 87.90% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
16
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments at value, including securities on loan of $44,680,334 (cost $823,372,376) (Note 2) | $ | 857,821,489 | |||||
Foreign currency, at value (cost $12,925,205) (Note 2) | 12,670,323 | ||||||
Receivable for investments sold | 3,763,038 | ||||||
Dividends and interest receivable | 1,295,570 | ||||||
Foreign taxes receivable | 276,506 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 82,752 | ||||||
Total assets | 875,909,678 | ||||||
Liabilities: | |||||||
Due to custodian | 171,670 | ||||||
Collateral on securities loaned, at value (Note 2) | 47,554,381 | ||||||
Payable for investments purchased | 1,765,694 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 516,423 | ||||||
Shareholder service fee | 85,778 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,013 | ||||||
Accrued expenses | 398,325 | ||||||
Total liabilities | 50,494,284 | ||||||
Net assets | $ | 825,415,394 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 746,914,488 | |||||
Accumulated undistributed net investment income | 9,277,310 | ||||||
Accumulated net realized gain | 35,055,134 | ||||||
Net unrealized appreciation | 34,168,462 | ||||||
$ | 825,415,394 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 248,413,888 | |||||
Class IV shares | $ | 577,001,506 | |||||
Shares outstanding: | |||||||
Class III | 19,903,368 | ||||||
Class IV | 46,184,584 | ||||||
Net asset value per share: | |||||||
Class III | $ | 12.48 | |||||
Class IV | $ | 12.49 |
See accompanying notes to the financial statements.
17
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $2,057,480) | $ | 18,386,452 | |||||
Securities lending income | 1,204,750 | ||||||
Interest | 900,892 | ||||||
Total investment income | 20,492,094 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 3,422,397 | ||||||
Shareholder service fee – Class III (Note 3) | 243,581 | ||||||
Shareholder service fee – Class IV (Note 3) | 326,527 | ||||||
Custodian and fund accounting agent fees | 425,500 | ||||||
Transfer agent fees | 21,068 | ||||||
Audit and tax fees | 40,204 | ||||||
Legal fees | 11,316 | ||||||
Trustees fees and related expenses (Note 3) | 5,212 | ||||||
Registration fees | 460 | ||||||
Miscellaneous | 8,369 | ||||||
Total expenses | 4,504,634 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (486,786 | ) | |||||
Expense reductions (Note 2) | (15,826 | ) | |||||
Net expenses | 4,002,022 | ||||||
Net investment income (loss) | 16,490,072 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 35,476,068 | ||||||
Foreign currency, forward contracts and foreign currency related transactions (net of CPMF tax of $139) (Note 2) | (111,157 | ) | |||||
Net realized gain (loss) | 35,364,911 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (148,831,890 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (1,344,299 | ) | |||||
Net unrealized gain (loss) | (150,176,189 | ) | |||||
Net realized and unrealized gain (loss) | (114,811,278 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (98,321,206 | ) |
See accompanying notes to the financial statements.
18
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 16,490,072 | $ | 19,366,409 | |||||||
Net realized gain (loss) | 35,364,911 | 177,097,003 | |||||||||
Change in net unrealized appreciation (depreciation) | (150,176,189 | ) | (210,550,516 | ) | |||||||
Net increase (decrease) in net assets from operations | (98,321,206 | ) | (14,087,104 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (8,928,275 | ) | ||||||||
Class IV | — | (16,347,910 | ) | ||||||||
Total distributions from net investment income | — | (25,276,185 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (14,677,906 | ) | (71,469,472 | ) | |||||||
Class IV | (29,250,469 | ) | (126,085,967 | ) | |||||||
Total distributions from net realized gains | (43,928,375 | ) | (197,555,439 | ) | |||||||
(43,928,375 | ) | (222,831,624 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (42,381,110 | ) | 46,586,423 | ||||||||
Class IV | 4,250,469 | 79,691,450 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | (38,130,641 | ) | 126,277,873 | ||||||||
Total increase (decrease) in net assets | (180,380,222 | ) | (110,640,855 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 1,005,795,616 | 1,116,436,471 | |||||||||
End of period (including accumulated undistributed net investment income of $9,277,310 and distributions in excess of net investment income of $7,212,762, respectively) | $ | 825,415,394 | $ | 1,005,795,616 |
See accompanying notes to the financial statements.
19
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 14.63 | $ | 18.38 | $ | 17.98 | $ | 17.19 | $ | 14.79 | $ | 9.13 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.24 | 0.31 | 0.28 | 0.26 | 0.26 | 0.20 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (1.72 | ) | (0.36 | ) | 4.51 | 3.19 | 3.76 | 5.77 | |||||||||||||||||||
Total from investment operations | (1.48 | ) | (0.05 | ) | 4.79 | 3.45 | 4.02 | 5.97 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.41 | ) | (0.44 | ) | (0.32 | ) | (0.38 | ) | (0.31 | ) | ||||||||||||||||
From net realized gains | (0.67 | ) | (3.29 | ) | (3.95 | ) | (2.34 | ) | (1.24 | ) | — | ||||||||||||||||
Total distributions | (0.67 | ) | (3.70 | ) | (4.39 | ) | (2.66 | ) | (1.62 | ) | (0.31 | ) | |||||||||||||||
Net asset value, end of period | $ | 12.48 | $ | 14.63 | $ | 18.38 | $ | 17.98 | $ | 17.19 | $ | 14.79 | |||||||||||||||
Total Return(a) | (10.32 | )%** | (1.96 | )% | 29.94 | % | 22.32 | % | 28.40 | % | 65.76 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 248,414 | $ | 338,804 | $ | 375,565 | $ | 364,551 | $ | 426,758 | $ | 480,966 | |||||||||||||||
Net expenses to average daily net assets | 0.85 | %(b)* | 0.86 | %(b) | 0.86 | % | 0.85 | % | 0.85 | % | 0.85 | % | |||||||||||||||
Net investment income to average daily net assets | 3.34 | %* | 1.69 | % | 1.53 | % | 1.52 | % | 1.71 | % | 1.71 | % | |||||||||||||||
Portfolio turnover rate | 20 | %** | 42 | % | 37 | % | 40 | % | 25 | % | 31 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.10 | %* | 0.09 | % | 0.09 | % | 0.09 | % | 0.09 | % | 0.11 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
20
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 14.64 | $ | 18.39 | $ | 17.99 | $ | 17.20 | $ | 14.80 | $ | 9.13 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.25 | 0.31 | 0.28 | 0.26 | 0.26 | 0.21 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (1.73 | ) | (0.35 | ) | 4.52 | 3.20 | 3.76 | 5.77 | |||||||||||||||||||
Total from investment operations | (1.48 | ) | (0.04 | ) | 4.80 | 3.46 | 4.02 | 5.98 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.42 | ) | (0.45 | ) | (0.33 | ) | (0.38 | ) | (0.31 | ) | ||||||||||||||||
From net realized gains | (0.67 | ) | (3.29 | ) | (3.95 | ) | (2.34 | ) | (1.24 | ) | — | ||||||||||||||||
Total distributions | (0.67 | ) | (3.71 | ) | (4.40 | ) | (2.67 | ) | (1.62 | ) | (0.31 | ) | |||||||||||||||
Net asset value, end of period | $ | 12.49 | $ | 14.64 | $ | 18.39 | $ | 17.99 | $ | 17.20 | $ | 14.80 | |||||||||||||||
Total Return(a) | (10.31 | )%** | (1.91 | )% | 30.00 | % | 22.37 | % | 28.44 | % | 65.92 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 577,002 | $ | 666,991 | $ | 740,872 | $ | 638,634 | $ | 567,048 | $ | 333,731 | |||||||||||||||
Net expenses to average daily net assets | 0.80 | %(b)* | 0.81 | %(b) | 0.81 | % | 0.80 | % | 0.81 | % | 0.80 | % | |||||||||||||||
Net investment income to average daily net assets | 3.39 | %* | 1.70 | % | 1.54 | % | 1.55 | % | 1.69 | % | 1.78 | % | |||||||||||||||
Portfolio turnover rate | 20 | %** | 42 | % | 37 | % | 40 | % | 25 | % | 31 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.10 | %* | 0.09 | % | 0.09 | % | 0.09 | % | 0.09 | % | 0.11 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
21
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Foreign Small Companies Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of its benchmark, the S&P/Citigroup Extended Market Index World ex-U.S. Index. The Fund typically makes equity investments in companies located or doing business outside of the U.S. that are in the smallest 30% of companies in a particular country as measured by total float-adjusted market capitalization. The Fund generally seeks to be fully invested and normally does not take temporary defensive positions, but may hold up to 10% of its total assets in cash and cash equivalents in order to manage cash inflows and outflows as a result of shareholder purchases and redemptions. The Fund may make investments in emerging countries, but these investments (excluding investments in companies from emerging countries included in the Fund's benchmark) generally will represent 10% or less of the Fund's total assets.
As of August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different level of shareholder servicing fees.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair
22
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fu nd generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 82,983,283 | $ | 12,670,323 | |||||||
Level 2 - Other Significant Observable Inputs | 774,837,353 | — | |||||||||
Level 3 - Significant Unobservable Inputs | 853 | — | |||||||||
Total | $ | 857,821,489 | $ | 12,670,323 |
* Other financial instruments include foreign currency.
23
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 921 | $ | — | |||||||
Realized gain (loss) | — | — | |||||||||
Change in unrealized appreciation/depreciation | (68 | ) | — | ||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 853 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement
24
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or loss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
25
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. As of August 31, 2008, the Fund had loane d securities valued by the Fund at $44,680,334, collateralized by cash in the amount of $47,554,381, which was invested in the Bank of New York Mellon Institutional Cash Reserves Fund.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
26
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
The Fund is subject to a Contribuição Provisória sobre Movimentações Financiera ("CPMF") tax which is applied to foreign exchange transactions representing capital inflows or outflows to/from the Brazilian market. For the period ended August 31, 2008, the Fund incurred $139 in CPMF tax, which is included in net realized gain (loss) on foreign currency, forward contracts and foreign currency related transactions in the Statement of Operations.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October currency losses of $1,310,798.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 829,414,285 | $ | 163,094,757 | $ | (134,687,553 | ) | $ | 28,407,204 |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
27
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
28
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.70% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.70% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $4,752 and $2,760, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $183,946,828 and $215,611,312, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
29
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, 59.83% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 8,563,923 | $ | 166,900,000 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,121,620 | 14,558,631 | 4,631,692 | 78,154,241 | |||||||||||||||
Shares repurchased | (4,376,129 | ) | (56,939,741 | ) | (10,469,794 | ) | (198,467,818 | ) | |||||||||||
Net increase (decrease) | (3,254,509 | ) | $ | (42,381,110 | ) | 2,725,821 | $ | 46,586,423 | |||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 6,619,129 | $ | 126,292,990 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,251,768 | 29,250,469 | 8,449,525 | 140,398,460 | |||||||||||||||
Shares repurchased | (1,625,211 | ) | (25,000,000 | ) | (9,792,130 | ) | (187,000,000 | ) | |||||||||||
Net increase (decrease) | 626,557 | $ | 4,250,469 | 5,276,524 | $ | 79,691,450 |
30
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided
31
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing th e Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
32
GMO Foreign Small Companies Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.85 | % | $ | 1,000.00 | $ | 896.80 | $ | 4.06 | |||||||||||
2) Hypothetical | 0.85 | % | $ | 1,000.00 | $ | 1,020.92 | $ | 4.33 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.80 | % | $ | 1,000.00 | $ | 896.90 | $ | 3.82 | |||||||||||
2) Hypothetical | 0.80 | % | $ | 1,000.00 | $ | 1,021.17 | $ | 4.08 |
* Expenses are calculated using each Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
33
GMO Special Situations Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
GMO Special Situations Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Short-Term Investments | 99.0 | % | |||||
Forward Currency Contracts | 1.0 | ||||||
Other | 0.0 | ||||||
100.0 | % |
1
GMO Special Situations Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
SHORT-TERM INVESTMENTS — 99.0% | |||||||||||
Money Market Funds — 1.8% | |||||||||||
12,470,394 | State Street Institutional Treasury Money Market Fund-Institutional Class | 12,470,394 | |||||||||
Other Short-Term Investments — 97.2% | |||||||||||
31,263,164 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 31,263,164 | |||||||||
600,000,000 | U.S. Treasury Bill, 1.60%, due 11/06/08 (a) | 598,239,600 | |||||||||
38,000,000 | U.S. Treasury Bill, 1.37%, due 10/16/08 (a) | 37,934,450 | |||||||||
Total Other Short-Term Investments | 667,437,214 | ||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $679,809,009) | 679,907,608 | ||||||||||
TOTAL INVESTMENTS — 99.0% (Cost $679,809,009) | 679,907,608 | ||||||||||
Other Assets and Liabilities (net) — 1.0% | 6,922,600 | ||||||||||
TOTAL NET ASSETS — 100.0% | $ | 686,830,208 |
See accompanying notes to the financial statements.
2
GMO Special Situations Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | CHF | 44,123,773 | $ | 40,102,172 | $ | (153,524 | ) | ||||||||||||
11/21/08 | CHF | 35,157,156 | 31,952,805 | (64,130 | ) | ||||||||||||||
11/21/08 | CHF | 35,157,156 | 31,952,805 | (71,917 | ) | ||||||||||||||
11/21/08 | CHF | 35,157,156 | 31,952,805 | (53,928 | ) | ||||||||||||||
11/21/08 | JPY | 3,643,641,278 | 33,631,906 | 413,070 | |||||||||||||||
11/21/08 | JPY | 3,643,641,278 | 33,631,906 | 400,042 | |||||||||||||||
11/21/08 | JPY | 3,643,641,278 | 33,631,906 | 412,767 | |||||||||||||||
11/21/08 | JPY | 3,643,641,278 | 33,631,906 | 408,405 | |||||||||||||||
11/21/08 | SGD | 48,857,250 | 34,593,114 | (121,430 | ) | ||||||||||||||
11/21/08 | SGD | 48,857,250 | 34,593,114 | (112,652 | ) | ||||||||||||||
11/21/08 | SGD | 48,857,250 | 34,593,114 | (93,088 | ) | ||||||||||||||
11/21/08 | SGD | 48,857,250 | 34,593,114 | (113,046 | ) | ||||||||||||||
$ | 408,860,667 | $ | 850,569 | ||||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 22,732,486 | $ | 19,335,702 | $ | 288,730 | |||||||||||||
11/21/08 | CAD | 20,581,166 | 19,366,720 | 51,875 | |||||||||||||||
11/21/08 | CHF | 44,123,773 | 40,102,171 | 182,312 | |||||||||||||||
11/21/08 | CHF | 35,157,156 | 31,952,805 | 135,374 | |||||||||||||||
11/21/08 | CHF | 35,157,156 | 31,952,805 | 222,652 | |||||||||||||||
11/21/08 | CHF | 35,157,156 | 31,952,805 | 8,246 | |||||||||||||||
11/21/08 | EUR | 24,089,000 | 35,192,059 | 29,793 | |||||||||||||||
11/21/08 | EUR | 24,089,000 | 35,192,059 | 68,937 | |||||||||||||||
11/21/08 | GBP | 8,100,000 | 14,680,577 | 495,318 | |||||||||||||||
11/21/08 | GBP | 27,741,316 | 50,278,831 | 1,159,672 | |||||||||||||||
11/21/08 | GBP | 27,741,316 | 50,278,831 | 1,155,511 | |||||||||||||||
11/21/08 | GBP | 27,741,316 | 50,278,831 | 1,115,286 | |||||||||||||||
11/21/08 | GBP | 27,741,316 | 50,278,831 | 1,130,960 | |||||||||||||||
11/21/08 | NZD | 26,177,670 | 18,111,194 | 313,697 | |||||||||||||||
$ | 478,954,221 | $ | 6,358,363 |
See accompanying notes to the financial statements.
3
GMO Special Situations Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Note to Schedule of Investments:
(a) Rate shown represents yield-to-maturity.
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NZD - New Zealand Dollar
SGD - Singapore Dollar
See accompanying notes to the financial statements.
4
GMO Special Situations Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $679,809,009) (Note 2) | $ | 679,907,608 | |||||
Interest receivable | 18,451 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 7,992,646 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 13,237 | ||||||
Total assets | 687,931,942 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 213,335 | ||||||
Shareholder service fee | 38,249 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 1,303 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 783,715 | ||||||
Accrued expenses | 65,132 | ||||||
Total liabilities | 1,101,734 | ||||||
Net assets | $ | 686,830,208 | |||||
Net assets attributable to: | |||||||
Class III shares | $ | 81,955,607 | |||||
Class VI shares | $ | 604,874,601 | |||||
Shares outstanding: | |||||||
Class III | 3,778,518 | ||||||
Class VI | 27,854,340 | ||||||
Net asset value per share: | |||||||
Class III | $ | 21.69 | |||||
Class VI | $ | 21.72 |
See accompanying notes to the financial statements.
5
GMO Special Situations Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Interest | $ | 5,922,506 | |||||
Dividends | 86,409 | ||||||
Total investment income | 6,008,915 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 1,272,444 | ||||||
Shareholder service fee – Class III (Note 3) | 62,387 | ||||||
Shareholder service fee – Class VI (Note 3) | 166,272 | ||||||
Custodian, fund accounting agent and transfer agent fees | 44,528 | ||||||
Audit and tax fees | 29,256 | ||||||
Legal fees | 8,924 | ||||||
Trustees fees and related expenses (Note 3) | 8,649 | ||||||
Miscellaneous | 4,232 | ||||||
Total expenses | 1,596,692 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (83,812 | ) | |||||
Net expenses | 1,512,880 | ||||||
Net investment income (loss) | 4,496,035 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Foreign currency, forward contracts and foreign currency related transactions | 8,312,348 | ||||||
Net realized gain (loss) | 8,312,348 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | 26,449 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (502,874 | ) | |||||
Net unrealized gain (loss) | (476,425 | ) | |||||
Net realized and unrealized gain (loss) | 7,835,923 | ||||||
Net increase (decrease) in net assets resulting from operations | $ | 12,331,958 |
See accompanying notes to the financial statements.
6
GMO Special Situations Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Period from July 31, 2007 (commencement of operations) through February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 4,496,035 | $ | 8,357,568 | |||||||
Net realized gain (loss) | 8,312,348 | 28,532,325 | |||||||||
Change in net unrealized appreciation (depreciation) | (476,425 | ) | 7,783,956 | ||||||||
Net increase (decrease) in net assets from operations | 12,331,958 | 44,673,849 | |||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (7,886,492 | ) | 85,973,660 | ||||||||
Class VI | 1,050,000 | 550,687,233 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | (6,836,492 | ) | 636,660,893 | ||||||||
Total increase (decrease) in net assets | 5,495,466 | 681,334,742 | |||||||||
Net assets: | |||||||||||
Beginning of period | 681,334,742 | — | |||||||||
End of period | $ | 686,830,208 | $ | 681,334,742 |
See accompanying notes to the financial statements.
7
GMO Special Situations Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 (Unaudited) | Period from August 13, 2007 (commencement of operations) through February 29, 2008 | ||||||||||
Net asset value, beginning of period | $ | 21.32 | $ | 20.09 | |||||||
Income (loss) from investment operations: | |||||||||||
Net investment income (loss)† | 0.13 | 0.31 | |||||||||
Net realized and unrealized gain (loss) | 0.24 | 0.92 | |||||||||
Total from investment operations | 0.37 | 1.23 | |||||||||
Net asset value, end of period | $ | 21.69 | $ | 21.32 | |||||||
Total Return(a) | 1.74 | %** | 6.12 | %** | |||||||
Ratios/Supplemental Data: | |||||||||||
Net assets, end of period (000's) | $ | 81,956 | $ | 88,204 | |||||||
Net expenses to average daily net assets | 0.52 | %* | 0.53 | %* | |||||||
Net investment income to average daily net assets | 1.24 | %* | 2.71 | %* | |||||||
Portfolio turnover rate | 0 | %** | 0 | %††** | |||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.05 | %* |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover rate of the Fund for the period from July 31, 2007 (commencement of operations) through February 29, 2008.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
8
GMO Special Situations Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 (Unaudited) | Period from July 31, 2007 (commencement of operations) through February 29, 2008 | ||||||||||
Net asset value, beginning of period | $ | 21.33 | $ | 20.00 | |||||||
Income (loss) from investment operations: | |||||||||||
Net investment income (loss)† | 0.14 | 0.34 | |||||||||
Net realized and unrealized gain (loss) | 0.25 | 0.99 | |||||||||
Total from investment operations | 0.39 | 1.33 | |||||||||
Net asset value, end of period | $ | 21.72 | $ | 21.33 | |||||||
Total Return(a) | 1.83 | %** | 6.65 | %** | |||||||
Ratios/Supplemental Data: | |||||||||||
Net assets, end of period (000's) | $ | 604,875 | $ | 593,131 | |||||||
Net expenses to average daily net assets | 0.43 | %* | 0.43 | %* | |||||||
Net investment income to average daily net assets | 1.32 | %* | 2.84 | %* | |||||||
Portfolio turnover rate | 0 | %** | 0 | %††** | |||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.05 | %* |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover rate of the Fund for the period from July 31, 2007 (commencement of operations) through February 29, 2008.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
9
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Special Situations Fund (the "Fund"), which commenced operations on July 31, 2007, is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund's investment objectives are capital appreciation and capital preservation. The Fund seeks to achieve its investment objectives by implementing investment strategies that complement long-only investments in global equities and fixed income instruments. The Fund may have long or short exposure to foreign and U.S. equity securities (including both growth and value style equities and equities of any market capitalization), foreign and U.S. fixed income securities (including fixed income securities of any credit quality and having any maturity or duration), currencies, and, from time to time, other alternative asset classes (e.g., instruments that seek exposure to or hedge risks of market volatility). The Fund is not restricted in its exposure to any particular asset class, and at times may be substantially exposed (long or short) to a single asset class (e.g., equity securities or fixed income securities). In addition, the Fund is not restricted in its exposure (long or short) to any particular market. The Fund may have substantial exposure (long or short) to a particular country or type of country (e.g., emerging countries). The Fund could be subject to material losses from a single investment. The Fund does not seek to control risk relative to a particular securities market index or benchmark. In addition, the Fund does not seek to outperform a particular securities market index or blend of market indices (i.e., the Fund does not seek "relative" return).
As of August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different level of shareholder service fees.
Shares of the Fund are not publicly offered and are principally available only to other funds of the Trust and certain accredited investors.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
10
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 629,502,764 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 50,404,844 | 7,992,646 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 679,907,608 | $ | 7,992,646 |
* Other financial instruments include forward currency contracts.
11
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | (783,715 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (783,715 | ) |
** Other financial instruments include forward currency contracts.
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
12
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written options contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a
13
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. The Fund had no purchase options contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender has sold the participation in th e loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. The Fund had no loan agreements outstanding at the end of period.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest
14
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligations. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular iss uer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
15
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes
The Fund elected to be taxed as a partnership for federal income tax purposes. As a partnership, the Fund will not be subject to federal and state income tax. Instead, each shareholder is responsible for the tax liability or benefit related to his/her allocable share of taxable income or loss. Accordingly, no provision (benefit) for federal and state income taxes is reflected in the accompanying financial statements.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 679,809,009 | $ | 98,599 | $ | — | $ | 98,599 |
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have
16
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Distributions
The Fund does not intend to make any distributions to its shareholders but may do so at the sole discretion of the Trustees.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets.
17
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about Funds' derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.37% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.37% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO) (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $8,189 and $1,932, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $0 and $0, respectively.
18
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 79.71% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Two of the shareholders are other funds of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and all of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Period from August 13, 2007, (commencement of operations) through February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 107,900 | $ | 2,361,097 | 4,137,904 | $ | 85,973,660 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | — | — | — | — | |||||||||||||||
Shares repurchased | (467,286 | ) | (10,247,589 | ) | — | — | |||||||||||||
Net increase (decrease) | (359,386 | ) | $ | (7,886,492 | ) | 4,137,904 | $ | 85,973,660 |
19
GMO Special Situations Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Period from July 31, 2007, (commencement of operations) through February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 155,257 | $ | 3,350,000 | 30,240,773 | $ | 602,709,982 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | — | — | — | — | |||||||||||||||
Shares repurchased | (108,103 | ) | (2,300,000 | ) | (2,433,587 | ) | (52,022,749 | ) | |||||||||||
Net increase (decrease) | 47,154 | $ | 1,050,000 | 27,807,186 | $ | 550,687,233 |
20
GMO Special Situations Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance since inception in 2007, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout
21
GMO Special Situations Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
22
GMO Special Situations Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below for each class provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below for each class provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1 | ) Actual | 0.52 | % | $ | 1,000.00 | $ | 1,017.40 | $ | 2.64 | ||||||||||
2 | ) Hypothetical | 0.52 | % | $ | 1,000.00 | $ | 1,022.58 | $ | 2.65 | ||||||||||
Class VI | |||||||||||||||||||
1 | ) Actual | 0.43 | % | $ | 1,000.00 | $ | 1,018.30 | $ | 2.19 | ||||||||||
2 | ) Hypothetical | 0.43 | % | $ | 1,000.00 | $ | 1,023.04 | $ | 2.19 |
* Expenses are calculated using each Class's annualized expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
23
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.1 | % | |||||
Short-Term Investments | 1.9 | ||||||
Preferred Stocks | 0.6 | ||||||
Futures Contracts | (0.1 | ) | |||||
Other | 1.5 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
Japan | 23.3 | % | |||||
United Kingdom | 21.6 | ||||||
France | 13.6 | ||||||
Germany | 7.5 | ||||||
Switzerland | 7.0 | ||||||
Australia | 3.6 | ||||||
Canada | 3.6 | ||||||
Netherlands | 3.4 | ||||||
Italy | 3.1 | ||||||
Finland | 2.6 | ||||||
Singapore | 2.1 | ||||||
Hong Kong | 1.7 | ||||||
Spain | 1.3 | ||||||
Sweden | 1.2 | ||||||
Belgium | 1.0 | ||||||
Austria | 0.9 | ||||||
Denmark | 0.9 | ||||||
Norway | 0.9 | ||||||
Ireland | 0.4 | ||||||
Greece | 0.2 | ||||||
New Zealand | 0.1 | ||||||
India | 0.0 | ||||||
Philippines | 0.0 | ||||||
Taiwan | 0.0 | ||||||
100.0 | % |
1
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 18.1 | % | |||||
Energy | 14.8 | ||||||
Financials | 12.5 | ||||||
Materials | 12.2 | ||||||
Consumer Discretionary | 11.5 | ||||||
Industrials | 7.6 | ||||||
Consumer Staples | 7.4 | ||||||
Information Technology | 6.0 | ||||||
Telecommunication Services | 5.7 | ||||||
Utilities | 4.2 | ||||||
100.0 | % |
2
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.1% | |||||||||||||||
Australia — 3.5% | |||||||||||||||
84,857 | Australia and New Zealand Banking Group Ltd | 1,194,927 | |||||||||||||
93,265 | BHP Billiton Ltd | 3,275,632 | |||||||||||||
143,976 | BlueScope Steel Ltd | 1,132,088 | |||||||||||||
53,010 | CSL Ltd | 1,850,066 | |||||||||||||
177,240 | Fortescue Metals Group Ltd* | 1,151,469 | |||||||||||||
8,324 | Incitec Pivot Ltd | 1,132,423 | |||||||||||||
20,217 | Rio Tinto Ltd | 2,191,993 | |||||||||||||
146,634 | Santos Ltd | 2,508,395 | |||||||||||||
217,526 | Stockland | 973,491 | |||||||||||||
117,663 | Suncorp-Metway Ltd | 1,142,387 | |||||||||||||
96,605 | TABCORP Holdings Ltd | 705,704 | |||||||||||||
862,850 | Telstra Corp Ltd | 3,202,963 | |||||||||||||
129,756 | Woodside Petroleum Ltd | 6,969,569 | |||||||||||||
141,450 | Woolworths Ltd | 3,414,960 | |||||||||||||
Total Australia | 30,846,067 | ||||||||||||||
Austria — 0.9% | |||||||||||||||
87,050 | OMV AG | 5,576,990 | |||||||||||||
36,992 | Voestalpine AG | 2,002,416 | |||||||||||||
Total Austria | 7,579,406 | ||||||||||||||
Belgium — 1.0% | |||||||||||||||
7,614 | Colruyt SA | 2,075,883 | |||||||||||||
192,808 | Dexia | 2,724,837 | |||||||||||||
147,719 | Fortis | 2,045,363 | |||||||||||||
9,957 | Solvay SA | 1,219,087 | |||||||||||||
19,465 | UCB SA | 761,175 | |||||||||||||
Total Belgium | 8,826,345 | ||||||||||||||
Canada — 3.5% | |||||||||||||||
25,600 | Agrium Inc | 2,165,319 | |||||||||||||
68,600 | Bank of Montreal | 3,006,176 |
See accompanying notes to the financial statements.
3
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Canada — continued | |||||||||||||||
23,764 | Canadian Natural Resources | 2,028,601 | |||||||||||||
21,800 | Canadian Pacific Railway Ltd | 1,330,010 | |||||||||||||
12,471 | EnCana Corp | 937,380 | |||||||||||||
22,800 | Magna International Inc Class A | 1,309,422 | |||||||||||||
46,700 | National Bank of Canada | 2,199,976 | |||||||||||||
31,400 | Petro-Canada | 1,388,425 | |||||||||||||
50,400 | Potash Corp of Saskatchewan Inc | 8,769,923 | |||||||||||||
44,500 | Research In Motion Ltd* | 5,421,892 | |||||||||||||
55,700 | Sun Life Financial Inc | 2,148,159 | |||||||||||||
Total Canada | 30,705,283 | ||||||||||||||
Denmark — 0.9% | |||||||||||||||
62,525 | Novo-Nordisk A/S Class B | 3,490,263 | |||||||||||||
31,600 | Vestas Wind Systems A/S* | 4,287,912 | |||||||||||||
Total Denmark | 7,778,175 | ||||||||||||||
Finland — 2.5% | |||||||||||||||
40,242 | Fortum Oyj | 1,651,767 | |||||||||||||
377,242 | Nokia Oyj | 9,445,162 | |||||||||||||
23,177 | Nokian Renkaat Oyj | 825,394 | |||||||||||||
78,032 | Outokumpu Oyj | 1,868,537 | |||||||||||||
58,040 | Rautaruukki Oyj | 1,968,655 | |||||||||||||
208,062 | Sampo Oyj Class A | 5,234,302 | |||||||||||||
54,294 | Tietoenator Oyj | 1,066,015 | |||||||||||||
Total Finland | 22,059,832 | ||||||||||||||
France — 13.1% | |||||||||||||||
29,767 | Air France | 716,165 | |||||||||||||
19,146 | Air Liquide SA | 2,325,479 | |||||||||||||
35,046 | Alstom | 3,560,050 | |||||||||||||
112,877 | Arcelor Mittal | 8,855,422 | |||||||||||||
101,868 | BNP Paribas | 9,138,081 | |||||||||||||
4,173 | Bongrain SA | 336,254 |
See accompanying notes to the financial statements.
4
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
France — continued | |||||||||||||||
12,971 | Cap Gemini SA | 765,813 | |||||||||||||
33,710 | Casino Guichard-Perrachon SA | 3,303,371 | |||||||||||||
24,309 | Cie de Saint-Gobain | 1,485,180 | |||||||||||||
35,628 | Essilor International SA | 1,895,328 | |||||||||||||
2,228 | Esso SAF | 447,213 | |||||||||||||
130,301 | France Telecom SA | 3,841,914 | |||||||||||||
16,002 | GDF Suez* | 929,169 | |||||||||||||
89,429 | GDF Suez | 5,148,189 | |||||||||||||
16,002 | GDF Suez VVPR Strip* | 235 | |||||||||||||
24,355 | Hermes International | 3,458,743 | |||||||||||||
10,797 | L'Oreal SA | 1,071,706 | |||||||||||||
4,045 | NYSE Euronext | 159,455 | |||||||||||||
33,110 | Peugeot SA | 1,573,109 | |||||||||||||
32,709 | Renault SA | 2,731,310 | |||||||||||||
345,318 | Sanofi-Aventis | 24,498,762 | |||||||||||||
50,744 | Societe Generale | 4,894,893 | |||||||||||||
4,196 | Suez Environnement Company* | 121,699 | |||||||||||||
13,742 | Suez Environnement SA* | 394,737 | |||||||||||||
20 | Suez SA VVPR Strip* | — | |||||||||||||
431,871 | Total SA | 31,023,953 | |||||||||||||
7,399 | Vallourec SA | 2,058,333 | |||||||||||||
Total France | 114,734,563 | ||||||||||||||
Germany — 6.7% | |||||||||||||||
41,494 | Adidas AG | 2,423,701 | |||||||||||||
45,334 | BASF AG | 2,616,169 | |||||||||||||
62,482 | Bayerische Motoren Werke AG | 2,578,982 | |||||||||||||
24,000 | Deutsche Boerse AG | 2,249,548 | |||||||||||||
50,258 | Deutsche Post AG (Registered) | 1,175,574 | |||||||||||||
136,842 | E.ON AG | 7,977,504 | |||||||||||||
41,277 | Gildemeister AG | 987,804 | |||||||||||||
36,072 | Hannover Rueckversicherungs AG (Registered) | 1,530,128 | |||||||||||||
50,561 | Heidelberger Druckmaschinen | 1,030,654 | |||||||||||||
39,249 | K&S AG | 4,705,406 |
See accompanying notes to the financial statements.
5
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Germany — continued | |||||||||||||||
15,132 | Kloeckner & Co AG | 597,297 | |||||||||||||
19,612 | Linde AG | 2,460,859 | |||||||||||||
7,961 | MAN AG | 777,384 | |||||||||||||
9,129 | Merck KGaA | 1,044,043 | |||||||||||||
21,039 | Norddeutsche Affinerie AG | 969,493 | |||||||||||||
15,432 | Q-Cells AG* | 1,544,950 | |||||||||||||
12,083 | RWE AG | 1,301,308 | |||||||||||||
38,020 | Salzgitter AG | 5,822,001 | |||||||||||||
79,357 | SAP AG | 4,445,757 | |||||||||||||
31,322 | SGL Carbon AG* | 1,874,734 | |||||||||||||
37,961 | Suedzucker AG | 643,445 | |||||||||||||
55,678 | ThyssenKrupp AG | 2,772,138 | |||||||||||||
22,528 | Volkswagen AG | 6,717,045 | |||||||||||||
Total Germany | 58,245,924 | ||||||||||||||
Greece — 0.2% | |||||||||||||||
42,664 | OPAP SA | 1,494,104 | |||||||||||||
Hong Kong — 1.7% | |||||||||||||||
682,000 | BOC Hong Kong Holdings Ltd | 1,516,608 | |||||||||||||
843,900 | CLP Holdings Ltd | 6,846,104 | |||||||||||||
53,800 | Esprit Holdings Ltd | 444,134 | |||||||||||||
44,300 | Hang Seng Bank Ltd | 873,741 | |||||||||||||
622,000 | Hong Kong Electric Holdings Ltd | 3,949,229 | |||||||||||||
63,000 | Sun Hung Kai Properties Ltd | 859,034 | |||||||||||||
Total Hong Kong | 14,488,850 | ||||||||||||||
India — 0.0% | |||||||||||||||
2,400 | Bajaj Auto Ltd* | 32,131 | |||||||||||||
2,400 | Bajaj Financial Service Ltd | 29,351 | |||||||||||||
Total India | 61,482 | ||||||||||||||
Ireland — 0.3% | |||||||||||||||
59,854 | Bank of Ireland | 479,796 | |||||||||||||
100,699 | CRH Plc | 2,626,825 | |||||||||||||
Total Ireland | 3,106,621 |
See accompanying notes to the financial statements.
6
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Italy — 3.0% | |||||||||||||||
737,811 | ENI SPA | 23,932,638 | |||||||||||||
108,006 | Mediaset SPA | 784,154 | |||||||||||||
938,760 | Telecom Italia SPA-Di RISP | 1,189,908 | |||||||||||||
Total Italy | 25,906,700 | ||||||||||||||
Japan — 22.5% | |||||||||||||||
17,500 | Aisin Seiki Co Ltd | 460,708 | |||||||||||||
84,500 | Asahi Breweries | 1,565,176 | |||||||||||||
71,500 | Astellas Pharma Inc | 3,220,489 | |||||||||||||
97,500 | Canon Inc | 4,372,266 | |||||||||||||
341,000 | Cosmo Oil Co Ltd | 995,967 | |||||||||||||
876 | CyberAgent Inc | 837,020 | |||||||||||||
152,100 | Daiei Inc* | 1,202,370 | |||||||||||||
149,041 | Daiichi Sankyo Co Ltd | 4,483,890 | |||||||||||||
44,100 | Daikin Industries Ltd | 1,486,542 | |||||||||||||
101 | DeNa Co Ltd | 492,767 | |||||||||||||
84,300 | Eisai Co Ltd | 3,352,518 | |||||||||||||
27,600 | Fanuc Ltd | 2,053,396 | |||||||||||||
40,300 | Fast Retailing Co Ltd | 4,067,724 | |||||||||||||
373,000 | Fuji Heavy Industries Ltd | 2,132,295 | |||||||||||||
101,000 | GS Yuasa Corp | 516,461 | |||||||||||||
288,000 | Hitachi Ltd | 2,121,104 | |||||||||||||
437,800 | Honda Motor Co Ltd | 14,218,722 | |||||||||||||
68,100 | Hosiden Corp | 1,133,055 | |||||||||||||
70,000 | Hoya Corp | 1,426,959 | |||||||||||||
296 | INPEX Holdings Inc | 3,223,197 | |||||||||||||
391,000 | Itochu Corp | 3,145,505 | |||||||||||||
46,100 | JFE Holdings Inc | 1,948,186 | |||||||||||||
149,000 | Kamigumi Co Ltd | 1,150,017 | |||||||||||||
185,000 | Kao Corp | 5,237,906 | |||||||||||||
265,000 | Kawasaki Kisen Kaisha Ltd | 1,878,781 | |||||||||||||
564 | Kenedix Inc | 321,243 | |||||||||||||
10,900 | Keyence Corp | 2,204,861 | |||||||||||||
93,000 | Kirin Holdings Co Ltd | 1,391,453 | |||||||||||||
36,000 | Kyudenko Corp | 233,690 |
See accompanying notes to the financial statements.
7
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
62,900 | Kyushu Electric Power Co Inc | 1,385,038 | |||||||||||||
570,000 | Marubeni Corp | 3,526,804 | |||||||||||||
255,000 | Matsushita Electric Industrial Co Ltd | 5,241,231 | |||||||||||||
505,000 | Mazda Motor Corp | 2,688,029 | |||||||||||||
265,200 | Mitsubishi Corp | 7,284,799 | |||||||||||||
147,000 | Mitsui & Co | 2,506,254 | |||||||||||||
366,000 | Mitsui Mining & Smelting Co Ltd | 975,202 | |||||||||||||
226,000 | Mitsui OSK Lines Ltd | 2,678,569 | |||||||||||||
46,100 | Murata Manufacturing Co Ltd | 2,025,719 | |||||||||||||
47,000 | Nagase & Co | 445,081 | |||||||||||||
44,000 | Nikon Corp | 1,428,072 | |||||||||||||
19,000 | Nintendo Co Ltd | 8,919,738 | |||||||||||||
26,000 | Nippon Corp | 137,991 | |||||||||||||
133,000 | Nippon Denko Co Ltd | 1,144,598 | |||||||||||||
404,000 | Nippon Mining Holdings Inc | 2,244,055 | |||||||||||||
412,000 | Nippon Oil Corp | 2,569,606 | |||||||||||||
1,191 | Nippon Telegraph & Telephone Corp | 5,855,123 | |||||||||||||
158,000 | Nippon Yakin Koguo Co Ltd | 777,915 | |||||||||||||
411,000 | Nippon Yusen KK | 3,279,886 | |||||||||||||
763,400 | Nissan Motor Co | 5,798,856 | |||||||||||||
96,000 | Nisshinbo Industries Inc | 1,056,975 | |||||||||||||
3,437 | NTT Docomo Inc | 5,416,774 | |||||||||||||
35,100 | Ono Pharmaceutical Co Ltd | 1,837,941 | |||||||||||||
7,220 | ORIX Corp | 879,556 | |||||||||||||
635,000 | Osaka Gas Co Ltd | 2,310,345 | |||||||||||||
57,000 | Pacific Metals Co Ltd | 364,775 | |||||||||||||
1,331 | Resona Holdings Inc | 1,549,169 | |||||||||||||
117,400 | Ricoh Company Ltd | 1,937,878 | |||||||||||||
24,200 | Ryohin Keikaku Co Ltd | 1,298,538 | |||||||||||||
7,600 | Ryosan Co | 163,283 | |||||||||||||
39,200 | Sankyo Co Ltd Gunma | 1,856,063 | |||||||||||||
26,700 | Secom Co | 1,229,965 | |||||||||||||
182,800 | Sega Sammy Holdings Inc | 1,733,846 | |||||||||||||
293,700 | Seven & I Holdings Co Ltd | 8,554,764 | |||||||||||||
91,300 | Shin-Etsu Chemical Co Ltd | 5,079,036 |
See accompanying notes to the financial statements.
8
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
41,000 | Shiseido Co Ltd | 959,964 | |||||||||||||
583,800 | Sojitz Corp | 1,665,736 | |||||||||||||
79,800 | SUMCO Corp | 1,580,886 | |||||||||||||
600,000 | Sumitomo Metal Industries Ltd | 2,650,533 | |||||||||||||
74,000 | Taisho Pharmaceutical Co Ltd | 1,569,649 | |||||||||||||
196,500 | Takeda Pharmaceutical Co Ltd | 10,265,217 | |||||||||||||
49,200 | Terumo Corp | 2,737,111 | |||||||||||||
88,900 | Tokyo Steel Manufacturing Co | 938,630 | |||||||||||||
108,000 | TonenGeneral Sekiyu KK | 868,982 | |||||||||||||
43,100 | Toyota Motor Corp | 1,923,053 | |||||||||||||
40,000 | Trend Micro Inc | 1,353,736 | |||||||||||||
137,000 | UNY Co Ltd | 1,510,286 | |||||||||||||
5,148 | Yahoo Japan Corp | 1,972,975 | |||||||||||||
Total Japan | 197,052,500 | ||||||||||||||
Netherlands — 3.3% | |||||||||||||||
385,945 | Aegon NV | 4,546,421 | |||||||||||||
16,246 | Boskalis Westminster | 959,580 | |||||||||||||
2,671 | Gamma Holdings NV | 95,371 | |||||||||||||
103,955 | Heineken NV | 4,873,718 | |||||||||||||
447,606 | ING Groep NV | 13,944,840 | |||||||||||||
45,860 | Koninklijke DSM | 2,639,460 | |||||||||||||
125,180 | Reed Elsevier NV | 2,093,024 | |||||||||||||
Total Netherlands | 29,152,414 | ||||||||||||||
New Zealand — 0.1% | |||||||||||||||
212,335 | Telecom Corp of New Zealand | 486,000 | |||||||||||||
Norway — 0.9% | |||||||||||||||
21,304 | Frontline Ltd | 1,274,515 | |||||||||||||
4,260 | Independent Tankers Corp Ltd* | 6,285 | |||||||||||||
62,351 | Norsk Hydro ASA | 664,449 | |||||||||||||
122,924 | StatoilHydro ASA | 3,770,747 | |||||||||||||
36,610 | Yara International ASA | 2,266,797 | |||||||||||||
Total Norway | 7,982,793 |
See accompanying notes to the financial statements.
9
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Philippines — 0.0% | |||||||||||||||
4 | Philippine Long Distance Telephone Co | 235 | |||||||||||||
Singapore — 2.0% | |||||||||||||||
48,000 | DBS Group Holdings Ltd | 606,936 | |||||||||||||
135,500 | Fraser & Neave Ltd | 415,522 | |||||||||||||
389,000 | Oversea-Chinese Banking Corp | 2,204,375 | |||||||||||||
693,000 | SembCorp Marine Ltd | 1,836,752 | |||||||||||||
292,000 | Singapore Exchange Ltd | 1,289,412 | |||||||||||||
2,871,670 | Singapore Telecommunications | 7,087,526 | |||||||||||||
243,000 | United Overseas Bank Ltd | 3,234,392 | |||||||||||||
318,000 | Wilmar International Ltd* | 842,188 | |||||||||||||
Total Singapore | 17,517,103 | ||||||||||||||
Spain — 1.3% | |||||||||||||||
28,659 | Inditex SA | 1,332,839 | |||||||||||||
139,275 | Repsol YPF SA | 4,307,852 | |||||||||||||
216,970 | Telefonica SA | 5,361,002 | |||||||||||||
Total Spain | 11,001,693 | ||||||||||||||
Sweden — 1.1% | |||||||||||||||
64,400 | Hennes & Mauritz AB Class B | 3,191,387 | |||||||||||||
149,158 | Investor AB Class B | 3,140,494 | |||||||||||||
70,400 | SKF AB Class B | 1,066,154 | |||||||||||||
58,100 | Svenska Handelsbanken AB Class A | 1,397,979 | |||||||||||||
66,500 | Swedbank AB | 1,168,594 | |||||||||||||
Total Sweden | 9,964,608 | ||||||||||||||
Switzerland — 6.7% | |||||||||||||||
156,342 | ABB Ltd* | 3,834,713 | |||||||||||||
6,497 | Bobst Group AG (Registered) | 457,589 | |||||||||||||
27,385 | Ciba Holding AG | 674,517 | |||||||||||||
41,645 | CIE Financiere Richemont SA Class A | 2,423,110 | |||||||||||||
237,976 | Nestle SA (Registered) | 10,485,121 | |||||||||||||
455,839 | Novartis AG (Registered) | 25,394,142 | |||||||||||||
29,035 | Roche Holding AG (Non Voting) | 4,885,964 |
See accompanying notes to the financial statements.
10
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Switzerland — continued | |||||||||||||||
6,641 | Swatch Group AG | 1,560,837 | |||||||||||||
15,043 | Syngenta AG (Registered) | 4,036,181 | |||||||||||||
16,078 | Synthes Inc | 2,224,860 | |||||||||||||
133,366 | UBS AG (Registered)* | 2,898,856 | |||||||||||||
Total Switzerland | 58,875,890 | ||||||||||||||
Taiwan — 0.0% | |||||||||||||||
3,999 | AU Optronics Corp | 4,748 | |||||||||||||
4,167 | High Tech Computer Corp | 77,210 | |||||||||||||
272 | MediaTek Inc | 3,123 | |||||||||||||
403 | Taiwan Semiconductor Manufacturing Co Ltd | 742 | |||||||||||||
Total Taiwan | 85,823 | ||||||||||||||
United Kingdom — 20.9% | |||||||||||||||
176,467 | 3i Group Plc | 2,948,743 | |||||||||||||
341,848 | AstraZeneca Plc | 16,665,754 | |||||||||||||
378,922 | Barclays Plc | 2,424,696 | |||||||||||||
737,772 | BG Group Plc | 16,364,779 | |||||||||||||
61,887 | BHP Billiton Plc | 1,927,529 | |||||||||||||
105,025 | British American Tobacco Plc | 3,548,181 | |||||||||||||
122,177 | British Energy Group Plc | 1,631,576 | |||||||||||||
153,914 | Cadbury Plc | 1,766,335 | |||||||||||||
244,662 | Compass Group Plc | 1,628,192 | |||||||||||||
183,121 | Diageo Plc | 3,382,050 | |||||||||||||
1,983,041 | DSG International Plc | 1,781,728 | |||||||||||||
1,751,875 | GlaxoSmithKline Plc | 41,223,031 | |||||||||||||
860,674 | HBOS Plc | 4,926,439 | |||||||||||||
423,942 | Home Retail Group | 1,951,817 | |||||||||||||
89,625 | Imperial Tobacco Group Plc | 2,955,008 | |||||||||||||
98,381 | Man Group Plc | 1,013,774 | |||||||||||||
71,343 | Next Plc | 1,376,580 | |||||||||||||
51,139 | Reckitt Benckiser Group Plc | 2,585,300 | |||||||||||||
102,828 | Reed Elsevier Plc | 1,175,230 | |||||||||||||
163,084 | Rio Tinto Plc | 15,481,359 |
See accompanying notes to the financial statements.
11
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value($) | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
3,522,903 | Royal Bank of Scotland Group | 14,983,166 | |||||||||||||
212,792 | Royal Dutch Shell Group Class A (Amsterdam) | 7,405,420 | |||||||||||||
112,648 | Royal Dutch Shell Plc A Shares (London) | 3,936,745 | |||||||||||||
53,143 | Royal Dutch Shell Plc B Shares (London) | 1,827,398 | |||||||||||||
91,642 | Scottish & Southern Energy Plc | 2,413,783 | |||||||||||||
1,366,806 | Signet Group Plc | 1,560,415 | |||||||||||||
157,015 | Smith & Nephew Plc | 1,884,238 | |||||||||||||
241,841 | Tesco Plc | 1,676,294 | |||||||||||||
63,859 | Travis Perkins Plc | 777,681 | |||||||||||||
83,119 | Tullow Oil Plc | 1,245,850 | |||||||||||||
6,243,122 | Vodafone Group Inc | 15,954,007 | |||||||||||||
128,560 | William Hill Plc | 661,347 | |||||||||||||
27,642 | Xstrata Plc | 1,541,128 | |||||||||||||
Total United Kingdom | 182,625,573 | ||||||||||||||
TOTAL COMMON STOCKS (COST $756,800,175) | 840,577,984 | ||||||||||||||
PREFERRED STOCKS — 0.6% | |||||||||||||||
Germany — 0.6% | |||||||||||||||
33,840 | Volkswagen AG 1.73% | 5,216,301 | |||||||||||||
TOTAL PREFERRED STOCKS (COST $1,039,473) | 5,216,301 | ||||||||||||||
SHORT-TERM INVESTMENTS — 1.9% | |||||||||||||||
16,500,000 | Royal Bank of Canada Time Deposit, 2.04%, due 09/02/08 | 16,500,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $16,500,000) | 16,500,000 | ||||||||||||||
TOTAL INVESTMENTS — 98.6% (Cost $774,339,648) | 862,294,285 | ||||||||||||||
Other Assets and Liabilities (net) — 1.4% | 12,197,698 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 874,491,983 |
See accompanying notes to the financial statements.
12
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows: |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
100 | E-Mini MSCI EAFE | September 2008 | $ | 9,025,000 | $ | (567,700 | ) |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
* Non income-producing security.
As of August 31, 2008, 93.03% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
13
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $774,339,648) (Note 2) | $ | 862,294,285 | |||||
Cash | 39,387 | ||||||
Foreign currency, at value (cost $8,893,207) (Note 2) | 8,752,273 | ||||||
Receivable for investments sold | 194,327 | ||||||
Receivable for Fund shares sold | 130,943 | ||||||
Dividends and interest receivable | 2,032,228 | ||||||
Foreign taxes receivable | 443,831 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 1,259,000 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 66,521 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 78,678 | ||||||
Total assets | 875,291,473 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 373,938 | ||||||
Shareholder service fee | 112,182 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,268 | ||||||
Accrued expenses | 311,102 | ||||||
Total liabilities | 799,490 | ||||||
Net assets | $ | 874,491,983 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 739,843,242 | |||||
Accumulated undistributed net investment income | 17,544,736 | ||||||
Accumulated net realized gain | 29,952,183 | ||||||
Net unrealized appreciation | 87,151,822 | ||||||
$ | 874,491,983 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 874,491,983 | |||||
Shares outstanding: | |||||||
Class III | 51,352,734 | ||||||
Net asset value per share: | |||||||
Class III | $ | 17.03 |
See accompanying notes to the financial statements.
14
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $2,273,120) | $ | 21,040,706 | |||||
Interest | 366,969 | ||||||
Total investment income | 21,407,675 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 2,648,938 | ||||||
Shareholder service fee – Class III (Note 3) | 753,125 | ||||||
Custodian and fund accounting agent fees | 438,564 | ||||||
Transfer agent fees | 16,192 | ||||||
Audit and tax fees | 39,008 | ||||||
Legal fees | 12,144 | ||||||
Trustees fees and related expenses (Note 3) | 5,733 | ||||||
Registration fees | 1,288 | ||||||
Miscellaneous | 8,739 | ||||||
Total expenses | 3,923,731 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (511,796 | ) | |||||
Expense reductions (Note 2) | (5,435 | ) | |||||
Net expenses | 3,406,500 | ||||||
Net investment income (loss) | 18,001,175 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 31,632,198 | ||||||
Closed futures contracts | (1,993,280 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions (net of CPMF tax of $150) (Note 2) | 547,491 | ||||||
Net realized gain (loss) | 30,186,409 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (108,217,369 | ) | |||||
Open futures contracts | (567,700 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (750,643 | ) | |||||
Net unrealized gain (loss) | (109,535,712 | ) | |||||
Net realized and unrealized gain (loss) | (79,349,303 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (61,348,128 | ) |
See accompanying notes to the financial statements.
15
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 18,001,175 | $ | 28,116,487 | |||||||
Net realized gain (loss) | 30,186,409 | 111,012,148 | |||||||||
Change in net unrealized appreciation (depreciation) | (109,535,712 | ) | (112,516,265 | ) | |||||||
Net increase (decrease) in net assets from operations | (61,348,128 | ) | 26,612,370 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (3,272,864 | ) | (31,165,537 | ) | |||||||
Net realized gains | |||||||||||
Class III | (19,943,856 | ) | (118,448,701 | ) | |||||||
(23,216,720 | ) | (149,614,238 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (133,289,100 | ) | 110,083,703 | ||||||||
Total increase (decrease) in net assets | (217,853,948 | ) | (12,918,165 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 1,092,345,931 | 1,105,264,096 | |||||||||
End of period (including accumulated undistributed net investment income of $17,544,736 and $2,816,425, respectively) | $ | 874,491,983 | $ | 1,092,345,931 |
See accompanying notes to the financial statements.
16
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 18.73 | $ | 20.76 | $ | 18.31 | $ | 15.78 | $ | 13.19 | $ | 8.73 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.34 | 0.51 | 0.36 | 0.35 | 0.26 | 0.21 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (1.57 | ) | 0.20 | (a) | 3.28 | 2.77 | 2.61 | 4.55 | |||||||||||||||||||
Total from investment operations | (1.23 | ) | 0.71 | 3.64 | 3.12 | 2.87 | 4.76 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.07 | ) | (0.57 | ) | (0.40 | ) | (0.31 | ) | (0.28 | ) | (0.30 | ) | |||||||||||||||
From net realized gains | (0.40 | ) | (2.17 | ) | (0.79 | ) | (0.28 | ) | — | — | |||||||||||||||||
Total distributions | (0.47 | ) | (2.74 | ) | (1.19 | ) | (0.59 | ) | (0.28 | ) | (0.30 | ) | |||||||||||||||
Net asset value, end of period | $ | 17.03 | $ | 18.73 | $ | 20.76 | $ | 18.31 | $ | 15.78 | $ | 13.19 | |||||||||||||||
Total Return(b) | (6.71 | )%** | 2.28 | % | 20.33 | % | 20.04 | % | 21.94 | % | 54.99 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 874,492 | $ | 1,092,346 | $ | 1,105,264 | $ | 829,583 | $ | 559,912 | $ | 291,360 | |||||||||||||||
Net expenses to average daily net assets | 0.68 | %(c)* | 0.69 | %(c) | 0.69 | % | 0.69 | % | 0.69 | % | 0.69 | % | |||||||||||||||
Net investment income to average daily net assets | 1.81 | %(d)** | 2.33 | % | 1.83 | % | 2.10 | % | 1.91 | % | 1.87 | % | |||||||||||||||
Portfolio turnover rate | 37 | %** | 41 | % | 34 | % | 39 | % | 44 | % | 36 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.10 | %* | 0.09 | % | 0.08 | % | 0.10 | % | 0.16 | % | 0.26 | % |
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
(d) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
17
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Tax-Managed International Equities Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high after-tax total return. The Fund seeks to achieve its investment objective by outperforming the MSCI EAFE Index (after tax), which is computed by GMO by adjusting the return of the MSCI EAFE Index (Europe, Australasia, and Far East) by its tax cost. The Fund typically makes equity investments in non-U.S. companies that issue stocks included in the MSCI EAFE universe (which is larger than, but generally represented by, the MSCI EAFE Index), plus companies in Canada and emerging countries. GMO uses quantitative models integrated with tax management techniques to provide broad exposure to the international equity markets to investors subject to U.S. federal income tax.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange
18
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 48,657,173 | $ | 8,752,273 | |||||||
Level 2 - Other Significant Observable Inputs | 813,637,112 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 862,294,285 | $ | 8,752,273 |
* Other financial instruments include foreign currency.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (567,700 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (567,700 | ) |
** Other financial instruments include futures contracts.
19
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | — | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | 119,424 | — | |||||||||
Change in unrealized appreciation/depreciation | (263,838 | ) | — | ||||||||
Net purchases (sales) | (240,742 | ) | — | ||||||||
Net transfers in and/or out of Level 3 | 385,156 | — | |||||||||
Balance as of August 31, 2008 | $ | — | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
20
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to
21
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations.
22
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms i n the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended of August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
23
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund is subject to a Contribuição Provisória sobre Movimentações Financiera ("CPMF") tax which is applied to foreign exchange transactions representing capital inflows or outflows to/from the Brazilian market. For the period ended August 31, 2008, the Fund incurred $150 in CPMF tax, which is included in net realized gain (loss) on foreign currency, forward contracts and foreign currency related transactions in the Statement of Operations.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 774,680,894 | $ | 144,413,382 | $ | (56,799,991 | ) | $ | 87,613,391 |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
24
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
25
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
3. Fees and other transactions with affiliates
Effective June 30, 2008, GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the rate of 0.50% of average daily net assets. For the period from March 1, 2008 through June 29, 2008, the management fee rate was 0.54% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.50% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $5,181 and $2,944, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $358,513,548 and $501,492,752, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
26
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, the Fund had no shareholders individually holding more than 10% of the Fund's outstanding shares.
As of August 31, 2008, 1.16% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 0.14% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||
Class III: | |||||||||||||||||||
Shares sold | 1,380,094 | $ | 25,350,124 | 4,630,804 | $ | 96,384,502 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,108,121 | 19,624,821 | 6,034,152 | 126,532,299 | |||||||||||||||
Shares repurchased | (9,447,427 | ) | (178,264,045 | ) | (5,588,860 | ) | (112,833,098 | ) | |||||||||||
Net increase (decrease) | (6,959,212 | ) | $ | (133,289,100 | ) | 5,076,096 | $ | 110,083,703 |
27
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement, including the fact that the fees payable under the agreement were being reduced in connection with the renewal of the agreement. The Trustees considered information prepared by
28
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the op portunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
29
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
30
GMO Tax-Managed International Equities Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $5,000,000 account value divided by $1,000 = 5,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.68 | % | $ | 1,000.00 | $ | 932.90 | $ | 3.31 | |||||||||||
2) Hypothetical | 0.68 | % | $ | 1,000.00 | $ | 1,021.78 | $ | 3.47 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
31
GMO Domestic Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Domestic Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 93.4 | % | |||||
Short-Term Investments | 7.4 | ||||||
Preferred Stocks | 0.1 | ||||||
Swaps | 0.0 | ||||||
Forward Currency Contracts | 0.0 | ||||||
Futures | (0.1 | ) | |||||
Other | (0.8 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Domestic Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) / Shares | Description | Value ($) | |||||||||
DEBT OBLIGATIONS — 2.2% | |||||||||||
Corporate Debt — 0.7% | |||||||||||
11,347,000 | Health Care Property Investors, Inc., Series G, MTN, 5.63%, due 02/28/13 | 10,506,643 | |||||||||
U.S. Government — 0.1% | |||||||||||
2,000,000 | U.S. Treasury Note, 2.38%, due 08/31/10 | 2,000,625 | |||||||||
U.S. Government Agency — 1.4% | |||||||||||
9,250,000 | Agency for International Development Floater (Support of India), Variable Rate, 3 mo. LIBOR + .10%, 2.90%, due 02/01/27 | 9,192,279 | |||||||||
3,250,000 | Agency for International Development Floater (Support of Jamaica), Variable Rate, 6 mo. LIBOR + .30%, 3.43%, due 12/01/14 | 3,258,158 | |||||||||
3,458,770 | Agency for International Development Floater (Support of Jamaica), Variable Rate, 6 mo. U.S. Treasury Bill + .75%, 2.72%, due 03/30/19 | 3,473,953 | |||||||||
2,780,000 | Agency for International Development Floater (Support of Sri Lanka), Variable Rate, 6 mo. LIBOR + .20%, 3.33%, due 06/15/12 | 2,776,553 | |||||||||
2,566,672 | Agency for International Development Floater (Support of Zimbabwe), Variable Rate, 3 mo. U.S. Treasury Bill x 115%, 1.89%, due 01/01/12 | 2,539,403 | |||||||||
Total U.S. Government Agency | 21,240,346 | ||||||||||
TOTAL DEBT OBLIGATIONS (COST $34,676,292) | 33,747,614 | ||||||||||
PREFERRED STOCKS — 0.1% | |||||||||||
Banking — 0.1% | |||||||||||
10,000 | Home Ownership Funding 2 Preferred 144A, 1.00% | 1,536,200 | |||||||||
TOTAL PREFERRED STOCKS (COST $2,576,211) | 1,536,200 |
See accompanying notes to the financial statements.
2
GMO Domestic Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
MUTUAL FUNDS — 96.2% | |||||||||||
Affiliated Issuers — 96.2% | |||||||||||
63,505,738 | GMO Short-Duration Collateral Fund | 1,493,654,953 | |||||||||
1,483 | GMO Special Purpose Holding Fund (a) (b) | 1,082 | |||||||||
TOTAL MUTUAL FUNDS (COST $1,541,220,725) | 1,493,656,035 | ||||||||||
SHORT-TERM INVESTMENTS — 1.2% | |||||||||||
Money Market Funds — 0.1% | |||||||||||
949,505 | State Street Institutional Liquid Reserves Fund-Institutional Class | 949,505 | |||||||||
Other Short-Term Investments — 1.1% | |||||||||||
10,000,000 | U.S. Treasury Bill, 1.54%, due 09/18/08 (c) (d) | 9,992,435 | |||||||||
7,000,000 | U.S. Treasury Bill, 1.69%, due 09/25/08 (c) (d) | 6,991,927 | |||||||||
Total Other Short-Term Investments | 16,984,362 | ||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $17,933,867) | 17,933,867 | ||||||||||
TOTAL INVESTMENTS — 99.7% (Cost $1,596,407,095) | 1,546,873,716 | ||||||||||
Other Assets and Liabilities (net) — 0.3% | 5,121,975 | ||||||||||
TOTAL NET ASSETS — 100.0% | $ | 1,551,995,691 |
See accompanying notes to the financial statements.
3
GMO Domestic Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
2,104 | U.S. Long Bond (CBT) | December 2008 | $ | 246,825,500 | $ | (1,304,874 | ) | ||||||||||||
2,916 | U.S. Treasury Note 10 Yr. | December 2008 | 336,798,000 | (760,528 | ) | ||||||||||||||
2,083 | U.S. Treasury Note 2 Yr. (CBT) | December 2008 | 442,181,844 | 91,390 | |||||||||||||||
3,068 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | 343,424,250 | (26,791 | ) | ||||||||||||||
$ | 1,369,229,594 | $ | (2,000,803 | ) |
Swap Agreements
Credit Default Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||
75,000,000 | USD | 12/20/2012 | JP Morgan | Reference security | |||||||||||||||||||||||||||
Chase Bank | (Pay) | 0.89 | % | within CDX index | $ | (43,433 | ) | ||||||||||||||||||||||||
200,000,000 | USD | 12/20/2012 | JP Morgan Chase Bank | Receive | 0.73% | Reference security within CDX index | 2,368,747 | ||||||||||||||||||||||||
300,000,000 | USD | 12/20/2012 | JP Morgan Chase Bank | Receive | 0.47% | Reference security within CDX index | 202,056 | ||||||||||||||||||||||||
11,500,000 | USD | 3/20/2013 | Barclays Bank PLC | (Pay) | 0.61 | % | Health Care Properties | 1,203,488 | |||||||||||||||||||||||
100,000,000 | USD | 9/20/2013 | Citigroup | Receive | 0.39 | % | Fannie Mae (senior) | 44,503 | |||||||||||||||||||||||
25,000,000 | USD | 9/20/2013 | Deutsche Bank AG | Receive | 0.42 | % | Fannie Mae (senior) | 79,122 | |||||||||||||||||||||||
100,000,000 | USD | 9/20/2013 | JP Morgan Chase Bank | Receive | 0.39% | Fannie Mae (senior) | (389) | ||||||||||||||||||||||||
25,000,000 | USD | 9/20/2013 | Citigroup | Receive | 0.42 | % | Freddie Mac (senior) | 44,654 | |||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 3,898,748 |
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
4
GMO Domestic Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
LIBOR - London Interbank Offered Rate
MTN - Medium Term Note
Variable rate - The rates shown on variable rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Underlying investment represents interests in defaulted securities.
(c) Rate shown represents yield-to-maturity.
(d) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
Currency Abbreviations:
USD - United States Dollar
See accompanying notes to the financial statements.
5
GMO Domestic Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $55,186,370) (Note 2) | $ | 53,217,681 | |||||
Investments in affiliated issuers, at value (cost $1,541,220,725) (Notes 2 and 8) | 1,493,656,035 | ||||||
Receivable for investments sold | 5,019,541 | ||||||
Interest receivable | 104,109 | ||||||
Receivable for open swap contracts (Note 2) | 3,942,570 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 16,833 | ||||||
Total assets | 1,555,956,769 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 1,999,325 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 133,131 | ||||||
Shareholder service fee | 86,382 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 951 | ||||||
Payable for open swap contracts (Note 2) | 43,822 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 1,629,599 | ||||||
Accrued expenses | 67,868 | ||||||
Total liabilities | 3,961,078 | ||||||
Net assets | $ | 1,551,995,691 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 1,592,657,936 | |||||
Accumulated undistributed net investment income | 8,106,313 | ||||||
Accumulated net realized loss | (1,133,124 | ) | |||||
Net unrealized depreciation | (47,635,434 | ) | |||||
$ | 1,551,995,691 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 142,439,210 | |||||
Class VI shares | $ | 1,409,556,481 | |||||
Shares outstanding: | |||||||
Class III | 15,500,003 | ||||||
Class VI | 153,291,914 | ||||||
Net asset value per share: | |||||||
Class III | $ | 9.19 | |||||
Class VI | $ | 9.20 |
See accompanying notes to the financial statements.
6
GMO Domestic Bond Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 10,630,102 | |||||
Interest | 758,142 | ||||||
Dividends | 79,164 | ||||||
Total investment income | 11,467,408 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 574,061 | ||||||
Shareholder service fee – Class III (Note 3) | 112,038 | ||||||
Shareholder service fee – Class VI (Note 3) | 274,653 | ||||||
Custodian, fund accounting agent and transfer agent fees | 49,036 | ||||||
Audit and tax fees | 31,372 | ||||||
Legal fees | 8,372 | ||||||
Trustees fees and related expenses (Note 3) | 3,982 | ||||||
Registration fees | 2,116 | ||||||
Miscellaneous | 4,416 | ||||||
Total expenses | 1,060,046 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (92,828 | ) | |||||
Expense reductions (Note 2) | (17 | ) | |||||
Net expenses | 967,201 | ||||||
Net investment income (loss) | 10,500,207 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | (386 | ) | |||||
Investments in affiliated issuers | (22,618,492 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 3,358 | ||||||
Closed futures contracts | 32,456,289 | ||||||
Closed swap contracts | (4,335,369 | ) | |||||
Net realized gain (loss) | 5,505,400 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | 24,441 | ||||||
Investments in affiliated issuers | (9,141,561 | ) | |||||
Open futures contracts | (6,373,275 | ) | |||||
Open swap contracts | (127,590 | ) | |||||
Net unrealized gain (loss) | (15,617,985 | ) | |||||
Net realized and unrealized gain (loss) | (10,112,585 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | 387,622 |
See accompanying notes to the financial statements.
7
GMO Domestic Bond Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 10,500,207 | $ | 33,094,287 | |||||||
Net realized gain (loss) | 5,505,400 | 32,296,684 | |||||||||
Change in net unrealized appreciation (depreciation) | (15,617,985 | ) | (37,260,108 | ) | |||||||
Net increase (decrease) in net assets from operations | 387,622 | 28,130,863 | |||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (1,572,203 | ) | (11,697,331 | ) | |||||||
Class VI | (9,077,916 | ) | (41,858,762 | ) | |||||||
Total distributions from net investment income | (10,650,119 | ) | (53,556,093 | ) | |||||||
Net realized gains | |||||||||||
Class III | (313,474 | ) | — | ||||||||
Class VI | (2,316,107 | ) | — | ||||||||
Total distributions from net realized gains | (2,629,581 | ) | — | ||||||||
(13,279,700 | ) | (53,556,093 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 1,001,191 | 55,468,188 | |||||||||
Class VI | 838,074,801 | 273,813,697 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | 839,075,992 | 329,281,885 | |||||||||
Total increase (decrease) in net assets | 826,183,914 | 303,856,655 | |||||||||
Net assets: | |||||||||||
Beginning of period | 725,811,777 | 421,955,122 | |||||||||
End of period (including accumulated undistributed net investment income of $8,106,313 and $8,256,225, respectively) | $ | 1,551,995,691 | $ | 725,811,777 |
See accompanying notes to the financial statements.
8
GMO Domestic Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 9.47 | $ | 9.81 | $ | 9.81 | $ | 9.84 | $ | 10.07 | $ | 10.08 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.07 | 0.42 | 0.43 | 0.13 | 0.16 | 0.23 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.19 | ) | (0.01 | ) | 0.06 | 0.16 | 0.04 | 0.24 | |||||||||||||||||||
Total from investment operations | (0.12 | ) | 0.41 | 0.49 | 0.29 | 0.20 | 0.47 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.15 | ) | (0.75 | ) | (0.49 | ) | (0.16 | ) | (0.16 | ) | (0.20 | ) | |||||||||||||||
From net realized gains | (0.01 | ) | — | — | (0.16 | ) | (0.27 | ) | (0.28 | ) | |||||||||||||||||
Return of capital | — | — | — | — | (0.00 | )(b) | — | ||||||||||||||||||||
Total distributions | (0.16 | ) | (0.75 | ) | (0.49 | ) | (0.32 | ) | (0.43 | ) | (0.48 | ) | |||||||||||||||
Net asset value, end of period | $ | 9.19 | $ | 9.47 | $ | 9.81 | $ | 9.81 | $ | 9.84 | $ | 10.07 | |||||||||||||||
Total Return(c) | (1.27 | )%** | 4.35 | % | 5.09 | % | 3.02 | % | 2.02 | % | 4.79 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 142,439 | $ | 144,286 | $ | 94,159 | $ | 125,188 | $ | 736,300 | $ | 373,277 | |||||||||||||||
Net expenses to average daily net assets(d) | 0.25 | %(e)* | 0.25 | %(e) | 0.25 | % | 0.25 | % | 0.25 | % | 0.25 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 1.60 | %* | 4.28 | % | 4.42 | % | 1.30 | % | 1.57 | % | 2.30 | % | |||||||||||||||
Portfolio turnover rate | 25 | %** | 22 | % | 17 | % | 24 | % | 11 | % | 15 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.03 | % | 0.03 | % | 0.02 | % | 0.03 | % | 0.06 | % |
(a) Net investment income is affected by timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) Return of capital is less than $0.01.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
9
GMO Domestic Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006(a) | ||||||||||||||||
Net asset value, beginning of period | $ | 9.48 | $ | 9.82 | $ | 9.82 | $ | 9.93 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)(b)† | 0.09 | 0.57 | 0.48 | 0.24 | |||||||||||||||
Net realized and unrealized gain (loss) | (0.21 | ) | (0.15 | ) | 0.02 | (0.14 | )(c) | ||||||||||||
Total from investment operations | (0.12 | ) | 0.42 | 0.50 | 0.10 | ||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||
From net investment income | (0.15 | ) | (0.76 | ) | (0.50 | ) | (0.21 | ) | |||||||||||
From net realized gains | (0.01 | ) | — | — | — | ||||||||||||||
Total distributions | (0.16 | ) | (0.76 | ) | (0.50 | ) | (0.21 | ) | |||||||||||
Net asset value, end of period | $ | 9.20 | $ | 9.48 | $ | 9.82 | $ | 9.82 | |||||||||||
Total Return(d) | (1.22 | )%** | 4.42 | % | 5.19 | % | 0.97 | %** | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 1,409,556 | $ | 581,526 | $ | 327,796 | $ | 359,958 | |||||||||||
Net expenses to average daily net assets(e) | 0.16 | %(f)* | 0.16 | %(f) | 0.16 | % | 0.16 | %* | |||||||||||
Net investment income to average daily net assets(b) | 1.86 | %* | 5.87 | % | 4.85 | % | 2.38 | %(g) | |||||||||||
Portfolio turnover rate | 25 | %** | 22 | % | 17 | % | 24 | %†† | |||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.03 | % | 0.03 | % | 0.02 | %* |
(a) Period from July 26, 2005 (commencement of operations) through February 28, 2006.
(b) Net investment income is affected by timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(d) The total return would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(f) The net expense ratio does not include the effect of expense reductions.
(g) The ratio for the period ended February 28, 2006 has not been annualized since the Fund believes it would not be appropriate because the Fund's net income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2006.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
10
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Domestic Bond Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of the Lehman Brothers U.S. Government Index. The Fund invests a substantial portion of its total assets in shares of GMO Short-Duration Collateral Fund; in U.S. investment-grade bonds, including asset-backed securities and U.S. government securities (including securities neither guaranteed nor insured by the U.S. government); and derivatives (including synthetic debt instruments) whose value is related to U.S. investment-grade bonds. The Fund also may invest a portion of its assets in foreign bonds and lower-rated securities.
As of August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different level of shareholder servicing fees.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). Shares of the GMO Short-Duration Collateral Fund and the GMO Special Purpose Holding Fund are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a
11
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 35.59% of net assets.
The Fund indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $3,358 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level
12
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 3,536,825 | $ | 91,390 | |||||||
Level 2 - Other Significant Observable Inputs | 1,543,335,809 | 3,942,570 | |||||||||
Level 3 - Significant Unobservable Inputs | 1,082 | — | |||||||||
Total | $ | 1,546,873,716 | $ | 4,033,960 |
* Other financial instruments include futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (2,092,193 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (43,822 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (2,136,015 | ) |
** Other financial instruments include futures contracts and swap agreements.
13
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 1,868 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 2,565 | ||||||||||
Realized gain distributions paid | (3,358 | ) | |||||||||
Change in unrealized appreciation/depreciation | 7 | — | |||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 1,082 | $ | — |
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an
14
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over whether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrume nt increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that has sold the participation in the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. The Fund had no loan agreements outstanding at the end of the period.
15
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segre gate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized
16
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
17
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 1,611,790,195 | $ | 16,894 | $ | (64,933,373 | ) | $ | (64,916,479 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
18
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncements
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
In September 2008, the FASB issued Statement of Financial Accounting Standards No. 133-1 ("SFAS 133-1"), Accounting for Derivative Instruments and Hedging Activities, and Interpretation of Financial Accounting Standards No. 45-4, Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others — an interpretation of FASB Statements No. 5, 57, and 107
19
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
and rescission of FASB Interpretation No. 34 ("IFAS 45-1"). SFAS 133-1 and IFAS 45-4 are effective for interim periods ending after November 15, 2008. SFAS 133-1 and IFAS 45-4 require enhanced disclosures surrounding the Fund's selling of credit derivatives . The Manager is currently evaluating the impact the adoption of SFAS 133-1 and IFAS 45-4 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.10% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.10% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder of the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.002 | % | 0.000 | % | 0.000 | % | 0.002 | % |
20
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $3,522 and $1,840, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | 6,031,875 | $ | 4,026,875 | |||||||
Investments (non-U.S. Government securities) | 1,146,030,102 | 300,671,383 |
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 82.99% of the shares outstanding of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, less than 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 98.55% of the Fund's shares were held by accounts for which the Manager has investment discretion.
21
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 11,083,656 | $ | 101,171,675 | 30,453,972 | $ | 298,824,097 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 204,585 | 1,883,202 | 765,476 | 7,192,263 | |||||||||||||||
Shares repurchased | (11,028,825 | ) | (102,053,686 | ) | (25,576,899 | ) | (250,548,172 | ) | |||||||||||
Net increase (decrease) | 259,416 | $ | 1,001,191 | 5,642,549 | $ | 55,468,188 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 105,598,330 | $ | 963,317,354 | 26,087,987 | $ | 256,617,471 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,236,591 | 11,394,023 | 4,455,602 | 41,858,762 | |||||||||||||||
Shares repurchased | (14,888,810 | ) | (136,636,576 | ) | (2,571,173 | ) | (24,662,536 | ) | |||||||||||
Net increase (decrease) | 91,946,111 | $ | 838,074,801 | 27,972,416 | $ | 273,813,697 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Short-Duration Collateral Fund | $ | 678,684,117 | $ | 1,146,030,102 | $ | 299,300,000 | $ | 10,630,102 | $ | — | $ | 1,493,654,953 | |||||||||||||||
GMO Special Purpose Holding Fund | 1,868 | — | — | — | 3,358 | 1,082 | |||||||||||||||||||||
Totals | $ | 678,685,985 | $ | 1,146,030,102 | $ | 299,300,000 | $ | 10,630,102 | $ | 3,358 | $ | 1,493,656,035 |
22
GMO Domestic Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
9. Subsequent events
On September 7, 2008, Fannie Mae and Freddie Mac were placed into conservatorship by the U.S. Treasury, representing an event of default under credit default swaps through which the Fund sold credit protection. On October 8, 2008, the Fund realized losses aggregating $18,148,250 upon the resulting termination of the Fannie Mae (senior) and Freddie Mac (senior) credit default swaps shown on page 4 of the Schedule of Investments in this report.
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.96% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
23
GMO Domestic Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In
24
GMO Domestic Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that the underlying funds do not charge any advisory fees. In addition, the Truste es considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements,
25
GMO Domestic Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
26
GMO Domestic Bond Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.25 | % | $ | 1,000.00 | $ | 987.30 | $ | 1.25 | |||||||||||
2) Hypothetical | 0.25 | % | $ | 1,000.00 | $ | 1,023.95 | $ | 1.28 | |||||||||||
Class VI | |||||||||||||||||||
1) Actual | 0.16 | % | $ | 1,000.00 | $ | 987.80 | $ | 0.80 | |||||||||||
2) Hypothetical | 0.16 | % | $ | 1,000.00 | $ | 1,024.40 | $ | 0.82 |
* Expenses are calculated using each Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
27
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Debt Obligations | 92.5 | % | |||||
Short-Term Investments | 5.9 | ||||||
Options Purchased | 3.9 | ||||||
Swaps | 1.4 | ||||||
Forward Currency Contracts | 0.0 | ||||||
Futures | 0.0 | ||||||
Written Options | (2.1 | ) | |||||
Other | (1.6 | ) | |||||
100.0 | % |
1
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 92.5% | |||||||||||||||
Asset-Backed Securities — 91.9% | |||||||||||||||
Auto Financing — 10.3% | |||||||||||||||
10,000,000 | BMW Vehicle Lease Trust, Series 07-1, Class A3B, Variable Rate, 1 mo. LIBOR + .24%, 2.71%, due 08/15/13 | 9,748,700 | |||||||||||||
7,000,000 | Capital Auto Receivable Asset Trust, Series 07-2, Class A4B, Variable Rate, 1 mo. LIBOR + .40%, 2.87%, due 02/18/14 | 6,753,600 | |||||||||||||
11,000,000 | Carmax Auto Owner Trust, Series 08-2, Class A4B, Variable Rate, 1 mo. LIBOR + 1.65%, 4.12%, due 08/15/13 | 10,622,578 | |||||||||||||
5,585,000 | Daimler Chrysler Auto Trust, Series 08-B, Class A4A, 5.32%, due 11/10/14 | 5,446,492 | |||||||||||||
7,000,000 | Daimler Chrysler Master Owner Trust, Series 06-A, Class A, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 11/15/11 | 6,764,030 | |||||||||||||
7,500,000 | Ford Credit Auto Owner Trust, Series 06-C, Class A4B, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 02/15/12 | 7,234,425 | |||||||||||||
2,000,000 | Ford Credit Auto Owner Trust, Series 07-B, Class A4B, Variable Rate, 1 mo. LIBOR + .38%, 2.85%, due 07/15/12 | 1,835,190 | |||||||||||||
12,000,000 | Ford Credit Floorplan Master Owner Trust, Series 06-3, Class A, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 06/15/11 | 11,645,932 | |||||||||||||
2,000,000 | Ford Credit Floorplan Master Owner Trust, Series 06-4, Class A, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 06/15/13 | 1,735,932 | |||||||||||||
5,000,000 | Merrill Auto Trust Securitization, Series 07-1, Class A4, Variable Rate, 1 mo. LIBOR + 0.06%, 2.53%, due 12/15/13 | 4,708,008 | |||||||||||||
10,000,000 | Merrill Auto Trust Securitization, Series 08-1, Class A4B, Variable Rate, 1 mo. LIBOR + 2.20%, 4.67%, due 04/15/15 | 9,744,141 | |||||||||||||
14,000,000 | Nissan Auto Receivables Owner Trust, Series 07-A, Class A4, Variable Rate, 1 mo. LIBOR, 2.47%, due 06/17/13 | 13,538,980 | |||||||||||||
15,000,000 | Sovereign Dealer Floor Plan Master Trust, Series 06-1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .05%, 2.54%, due 08/15/11 | 14,379,450 | |||||||||||||
10,000,000 | Superior Wholesale Inventory Financing Trust, Series 04-A10, Class A, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 09/15/11 | 9,509,100 | |||||||||||||
3,000,000 | Swift Master Auto Receivables Trust, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 06/15/12 | 2,681,536 | |||||||||||||
8,000,000 | Truck Retail Installment Paper Corp., Series 05-1A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .27%, 2.74%, due 12/15/16 | 7,559,440 | |||||||||||||
14,000,000 | World Omni Auto Receivables Trust, Series 07-A, Class A4, Variable Rate, 1 mo. LIBOR, 2.47%, due 11/15/12 | 13,522,740 | |||||||||||||
Total Auto Financing | 137,430,274 |
See accompanying notes to the financial statements.
2
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Bank Loan Collateralized Debt Obligations — 1.1% | |||||||||||||||
7,541,155 | Arran Corp. Loans No. 1 B.V., Series 06-1A, Class A3, 144A, Variable Rate, 3 mo. LIBOR + .17%, 2.97%, due 06/20/25 | 7,390,332 | |||||||||||||
7,200,000 | Omega Capital Europe Plc, Series GLOB-5A, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .25%, 3.04%, due 07/05/11 | 6,812,352 | |||||||||||||
Total Bank Loan Collateralized Debt Obligations | 14,202,684 | ||||||||||||||
Business Loans — 3.7% | |||||||||||||||
1,958,697 | Bayview Commercial Asset Trust, Series 04-3, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .37%, 2.84%, due 01/25/35 | 1,811,795 | |||||||||||||
4,053,158 | Bayview Commercial Asset Trust, Series 05-4A, Class A2, 144A, Variable Rate, 1 mo. LIBOR + .39%, 2.86%, due 01/25/36 | 3,555,025 | |||||||||||||
10,000,000 | Bayview Commercial Asset Trust, Series 07-6A, Class A2, 144A, Variable Rate, 1 mo. LIBOR + 1.30%, 3.77%, due 12/25/37 | 9,257,000 | |||||||||||||
1,695,058 | Capitalsource Commercial Loan Trust, Series 06-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 08/22/16 | 1,654,377 | |||||||||||||
2,314,622 | GE Business Loan Trust, Series 05-2A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .24%, 2.71%, due 11/15/33 | 1,909,188 | |||||||||||||
211,126 | GE Commercial Loan Trust, Series 06-2, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .06%, 2.85%, due 04/19/15 | 208,571 | |||||||||||||
13,000,000 | GE Dealer Floorplan Master Trust, Series 07-2, Class A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 07/20/12 | 12,355,195 | |||||||||||||
2,611,981 | Lehman Brothers Small Balance Commercial, Series 05-1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 02/25/30 | 2,225,616 | |||||||||||||
1,893,204 | Lehman Brothers Small Balance Commercial, Series 05-2A, Class 1A, 144A, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 09/25/30 | 1,576,239 | |||||||||||||
6,439,008 | Lehman Brothers Small Balance Commercial, Series 07-2A, Class 1A1, 144A, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 06/25/37 | 6,202,462 | |||||||||||||
1,341,842 | Lehman Brothers Small Balance Commercial, Series 07-3A, Class 1A1, 144A, Variable Rate, 1 mo. LIBOR + .65%, 3.12%, due 10/25/37 | 1,291,098 | |||||||||||||
3,000,000 | Lehman Brothers Small Balance Commercial, Series 07-3A, Class 1A2, 144A, Variable Rate, 1 mo. LIBOR + .85%, 3.32%, due 10/25/37 | 2,579,292 | |||||||||||||
5,000,000 | Navistar Financial Dealer Note Master Trust, Series 05-1, Class A, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 02/25/13 | 4,771,000 | |||||||||||||
Total Business Loans | 49,396,858 |
See accompanying notes to the financial statements.
3
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
CMBS — 4.4% | |||||||||||||||
3,426,664 | Bear Stearns Commercial Mortgage Securities, Inc., Series 05-PW10, Class A1, 5.09%, due 12/11/40 | 3,423,923 | |||||||||||||
7,000,000 | Citigroup/Deutsche Bank Commercial Mortgage, Series 05-CD1, Class A2FL, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 07/15/44 | 6,706,000 | |||||||||||||
13,000,000 | Commercial Mortgage Pass-Through Certificates, Series 06-FL12, Class AJ, 144A, Variable Rate, 1 mo. LIBOR + .13%, 2.60%, due 12/15/20 | 11,817,000 | |||||||||||||
7,000,000 | GE Capital Commercial Mortgage Corp., Series 05-C4, Class A2, 5.30%, due 11/10/45 | 6,948,594 | |||||||||||||
4,000,000 | GE Capital Commercial Mortgage Corp., Series 06-C1, Class A2, Variable Rate, 5.52%, due 03/10/44 | 3,970,000 | |||||||||||||
1,700,246 | Greenwich Capital Commercial Funding Corp., Series 06-FL4A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .09%, 2.55%, due 11/05/21 | 1,598,231 | |||||||||||||
7,000,000 | GS Mortgage Securities Corp., Series 06-GG6, Class A2, 5.51%, due 04/10/38 | 6,903,750 | |||||||||||||
1,097,961 | Lehman Brothers Floating Rate Commercial, Series 06-LLFA, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 09/15/21 | 1,021,103 | |||||||||||||
6,000,000 | Merrill Lynch Mortgage Trust, Series 06-C1, Class A2, Variable Rate, 5.80%, due 05/12/39 | 5,982,656 | |||||||||||||
3,000,000 | Morgan Stanley Capital I, Series 06-IQ11, Class A3, 5.91%, due 10/15/42 | 2,828,310 | |||||||||||||
7,890,862 | Wachovia Bank Commercial Mortgage Trust, Series 06-WL7A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 09/15/21 | 7,220,139 | |||||||||||||
Total CMBS | 58,419,706 | ||||||||||||||
CMBS Collateralized Debt Obligations — 1.0% | |||||||||||||||
7,480,000 | American Capital Strategies Ltd Commercial Real Estate CDO Trust, Series 07-1A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .80%, 3.61%, due 11/23/52 | 1,271,600 | |||||||||||||
7,000,000 | Guggenheim Structured Real Estate Funding, Series 05-2A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .32%, 2.79%, due 08/26/30 | 6,230,000 | |||||||||||||
7,400,000 | Marathon Real Estate CDO, Series 06-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .33%, 2.80%, due 05/25/46 | 6,243,750 | |||||||||||||
Total CMBS Collateralized Debt Obligations | 13,745,350 |
See accompanying notes to the financial statements.
4
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Credit Cards — 20.9% | |||||||||||||||
2,000,000 | Advanta Business Card Master Trust, Series 05-A5, Class A5, Variable Rate, 1 mo. LIBOR + .06%, 2.53%, due 04/20/12 | 1,864,360 | |||||||||||||
6,000,000 | American Express Credit Account Master Trust, Series 04-1, Class A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 09/15/11 | 5,981,640 | |||||||||||||
5,000,000 | American Express Credit Account Master Trust, Series 04-4, Class A, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 03/15/12 | 4,966,355 | |||||||||||||
10,000,000 | American Express Credit Account Master Trust, Series 05-5, Class A, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 02/15/13 | 9,825,000 | |||||||||||||
4,500,000 | American Express Credit Account Master Trust, Series 06-1, Class A, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 12/15/13 | 4,351,815 | |||||||||||||
5,000,000 | American Express Issuance Trust, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 09/15/11 | 4,897,200 | |||||||||||||
6,000,000 | Arran, Series 05-A, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 12/15/10 | 5,940,000 | |||||||||||||
1,000,000 | Bank One Issuance Trust, Series 03-A10, Class A10, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 06/15/11 | 997,900 | |||||||||||||
5,000,000 | Capital One Master Trust, Series 02-1A, Class A, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 11/15/11 | 4,953,125 | |||||||||||||
9,000,000 | Capital One Multi-Asset Execution Trust, Series 08-A6, Class A6, Variable Rate, 1 mo. LIBOR + 1.10%, 3.57%, due 03/17/14 | 8,826,300 | |||||||||||||
5,000,000 | Capital One Multi-Asset Execution Trust, Series 04-A7, Class A7, Variable Rate, 3 mo. LIBOR + .15%, 2.95%, due 06/16/14 | 4,763,844 | |||||||||||||
11,000,000 | Capital One Multi-Asset Execution Trust, Series 06-A14, Class A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 08/15/13 | 10,693,100 | |||||||||||||
9,000,000 | Charming Shoppes Master Trust, Series 07-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + 1.25%, 3.72%, due 09/15/17 | 8,394,210 | |||||||||||||
3,000,000 | Chase Credit Card Master Trust, Series 03-5, Class A, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 01/17/11 | 2,999,460 | |||||||||||||
2,000,000 | Chase Issuance Trust, Series 05-A3, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 10/17/11 | 1,992,860 | |||||||||||||
11,000,000 | Chase Issuance Trust, Series 05-A6, Class A6, Variable Rate, 1 mo. LIBOR + 0.07%, 2.54%, due 07/15/14 | 10,560,000 | |||||||||||||
4,500,000 | Chase Issuance Trust, Series 07-A1, Class A1, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 03/15/13 | 4,377,938 | |||||||||||||
11,000,000 | Chase Issuance Trust, Series 07-A11, Class A11, Variable Rate, 1 mo. LIBOR, 2.47%, due 07/16/12 | 10,759,829 |
See accompanying notes to the financial statements.
5
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Credit Cards — Continued | |||||||||||||||
9,000,000 | Citibank Credit Card Issuance Trust, Series 01-A7, Class A7, Variable Rate, 3 mo. LIBOR + .14%, 2.94%, due 08/15/13 | 8,761,500 | |||||||||||||
2,000,000 | Citibank Credit Card Issuance Trust, Series 06-A6, Class A6, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 05/24/12 | 1,968,000 | |||||||||||||
10,700,000 | Citibank OMNI Master Trust, Series 07-A9A, Class A9, 144A, Variable Rate, 1 mo. LIBOR + 1.10%, 3.57%, due 12/23/13 | 10,619,750 | |||||||||||||
10,000,000 | Discover Card Master Trust I, Series 04-2, Class A2, Variable Rate, 1 mo. LIBOR + .07%, 2.54%, due 05/15/12 | 9,859,800 | |||||||||||||
5,000,000 | Discover Card Master Trust I, Series 05-3, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.51%, due 05/15/11 | 4,979,750 | |||||||||||||
5,000,000 | Discover Card Master Trust I, Series 05-4, Class A1, Variable Rate, 1 mo. LIBOR + .06%, 2.55%, due 06/18/13 | 4,790,600 | |||||||||||||
6,150,000 | Discover Card Master Trust I, Series 06-2, Class A1, Variable Rate, 1 mo. LIBOR, 2.47%, due 01/17/12 | 6,069,312 | |||||||||||||
3,000,000 | Discover Card Master Trust I, Series 06-2, Class A2, Variable Rate, 1 mo. LIBOR + .03%, 2.52%, due 01/16/14 | 2,847,480 | |||||||||||||
5,000,000 | Discover Card Master Trust I, Series 96-4, Class A, Variable Rate, 1 mo. LIBOR + 0.38%, 2.86%, due 10/16/13 | 4,797,266 | |||||||||||||
12,000,000 | First National Master Note Trust, Series 07-2, Class A, Variable Rate, 1 mo. LIBOR + .75%, 3.22%, due 11/15/12 | 11,685,000 | |||||||||||||
7,000,000 | GE Capital Credit Card Master Note Trust, Series 05-1, Class A, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 03/15/13 | 6,642,923 | |||||||||||||
5,000,000 | GE Capital Credit Card Master Note Trust, Series 07-3, Class A1, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 06/15/13 | 4,836,719 | |||||||||||||
12,000,000 | Household Credit Card Master Note Trust I, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 04/15/13 | 11,625,000 | |||||||||||||
6,000,000 | Household Credit Card Master Note Trust I, Series 07-2, Class A, Variable Rate, 1 mo. LIBOR + .55%, 3.02%, due 07/15/13 | 5,842,500 | |||||||||||||
17,000,000 | HSBC Private Label Credit Card Master Note, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.51%, due 12/16/13 | 16,532,500 | |||||||||||||
7,500,000 | MBNA Credit Card Master Note Trust, Series 04-A8, Class A8, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 01/15/14 | 7,256,850 | |||||||||||||
9,150,000 | MBNA Master Credit Card Trust, Series 01-B, Class A, Variable Rate, 1 mo. LIBOR + 0.26%, 2.73%, due 08/15/13 | 8,894,443 | |||||||||||||
5,000,000 | National City Credit Card Master Trust, Series 08-3, Class A, Variable Rate, 1 mo. LIBOR + 1.80%, 4.27%, due 05/15/13 | 4,887,500 |
See accompanying notes to the financial statements.
6
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Credit Cards — Continued | |||||||||||||||
7,000,000 | Pillar Funding Plc, Series 04-2, Class A, 144A, Variable Rate, 3 mo. LIBOR + .14%, 2.92%, due 09/15/11 | 6,729,590 | |||||||||||||
16,500,000 | Turquoise Card Backed Securities Plc, Series 06-1A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 05/16/11 | 16,211,250 | |||||||||||||
15,400,000 | World Financial Network Credit Card Master Trust, Series 04-A, Class A, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 03/15/13 | 14,996,828 | |||||||||||||
2,000,000 | World Financial Network Credit Card Master Trust, Series 06-A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .13%, 2.60%, due 02/15/17 | 1,725,600 | |||||||||||||
Total Credit Cards | 279,705,097 | ||||||||||||||
Equipment Leases — 1.3% | |||||||||||||||
3,965,620 | CNH Equipment Trust, Series 05-A, Class A4A, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 06/15/12 | 3,928,145 | |||||||||||||
4,500,000 | CNH Equipment Trust, Series 07-B, Class A3B, Variable Rate, 1 mo. LIBOR + .60%, 3.07%, due 10/17/11 | 4,409,865 | |||||||||||||
9,000,000 | GE Equipment Midticket LLC, Series 07-1, Class A3B, Variable Rate, 1 mo. LIBOR + .25%, 2.71%, due 06/14/11 | 8,842,500 | |||||||||||||
Total Equipment Leases | 17,180,510 | ||||||||||||||
Insurance Premiums — 0.9% | |||||||||||||||
3,000,000 | AICCO Premium Finance Master Trust, Series 05-1, Class A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 04/15/10 | 2,973,300 | |||||||||||||
10,000,000 | AICCO Premium Finance Master Trust, Series 07-AA, Class A, 144A, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 12/15/11 | 9,240,625 | |||||||||||||
Total Insurance Premiums | 12,213,925 | ||||||||||||||
Insured Auto Financing — 6.9% | |||||||||||||||
5,000,000 | Aesop Funding II LLC, Series 05-1A, Class A3, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 04/20/11 | 4,684,400 | |||||||||||||
7,000,000 | Aesop Funding II LLC, Series 06-1, Class A1, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 03/20/12 | 6,275,640 | |||||||||||||
5,282,825 | AmeriCredit Automobile Receivables Trust, Series 05-BM, Class A4, MBIA, Variable Rate, 1 mo. LIBOR + .08%, 2.54%, due 05/06/12 | 4,924,133 | |||||||||||||
4,000,000 | AmeriCredit Automobile Receivables Trust, Series 07-AX, Class A4, XL, Variable Rate, 1 mo. LIBOR + .04%, 2.50%, due 10/06/13 | 3,525,000 |
See accompanying notes to the financial statements.
7
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Insured Auto Financing — Continued | |||||||||||||||
8,000,000 | AmeriCredit Automobile Receivables Trust, Series 07-CM, Class A3B, MBIA, Variable Rate, 1 mo. LIBOR + .03%, 2.49%, due 05/07/12 | 7,550,424 | |||||||||||||
3,000,000 | AmeriCredit Automobile Receivables Trust, Series 07-DF, Class A4B, FSA, Variable Rate, 1 mo. LIBOR + .80%, 3.26%, due 06/06/14 | 2,433,858 | |||||||||||||
7,000,000 | AmeriCredit Prime Automobile Receivables Trust, Series 07-2M, Class A4B, MBIA, Variable Rate, 1 mo. LIBOR + .50%, 2.96%, due 03/08/16 | 5,820,920 | |||||||||||||
7,000,000 | ARG Funding Corp., Series 05-2A, Class A3, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .14%, 2.62%, due 05/20/10 | 6,762,755 | |||||||||||||
6,000,000 | Capital One Auto Finance Trust, Series 06-B, Class A4, MBIA, Variable Rate, 1 mo. LIBOR + .02%, 2.48%, due 07/15/13 | 5,598,780 | |||||||||||||
12,000,000 | Capital One Auto Finance Trust, Series 07-A, Class A4, AMBAC, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 11/15/13 | 10,584,240 | |||||||||||||
2,000,000 | Capital One Auto Finance Trust, Series 07-C, Class A3B, FGIC, Variable Rate, 1 mo. LIBOR + .51%, 2.98%, due 04/16/12 | 1,853,840 | |||||||||||||
3,000,000 | Hertz Vehicle Financing LLC, Series 05-1A, Class A1, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 02/25/10 | 2,949,119 | |||||||||||||
2,000,000 | Hertz Vehicle Financing LLC, Series 05-2A, Class A5, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 11/25/11 | 1,750,115 | |||||||||||||
13,000,000 | Santander Drive Auto Receivables Trust, Series 07-3, Class A4B, FGIC, Variable Rate, 1 mo. LIBOR + .65%, 3.12%, due 10/15/14 | 10,995,400 | |||||||||||||
13,000,000 | Triad Auto Receivables Owner Trust, Series 07-B, Class A4B, FSA, Variable Rate, 1 mo. LIBOR + 1.20%, 3.66%, due 07/14/14 | 12,350,000 | |||||||||||||
4,572,524 | UPFC Auto Receivables Trust, Series 06-B, Class A3, AMBAC, 5.01%, due 08/15/12 | 4,446,963 | |||||||||||||
Total Insured Auto Financing | 92,505,587 | ||||||||||||||
Insured Credit Cards — 0.5% | |||||||||||||||
7,000,000 | Cabela's Master Credit Card Trust, Series 04-2A, Class A, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 03/15/11 | 6,896,320 | |||||||||||||
Insured Other — 1.3% | |||||||||||||||
5,500,000 | DB Master Finance LLC, Series 06-1, Class A2, 144A, AMBAC, 5.78%, due 06/20/31 | 4,548,716 | |||||||||||||
4,023,251 | Henderson Receivables LLC, Series 06-3A, Class A1, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .20%, 2.69%, due 09/15/41 | 3,420,890 | |||||||||||||
4,050,282 | Henderson Receivables LLC, Series 06-4A, Class A1, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .20%, 2.69%, due 12/15/41 | 3,493,692 |
See accompanying notes to the financial statements.
8
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Insured Other — Continued | |||||||||||||||
5,724,795 | TIB Card Receivables Fund, 144A, FGIC, Variable Rate, 3 mo. LIBOR + .25%, 3.04%, due 01/05/14 | 4,855,199 | |||||||||||||
10,200,000 | Toll Road Investment Part II, Series C, 144A, MBIA, Zero Coupon, due 02/15/37 | 1,315,800 | |||||||||||||
Total Insured Other | 17,634,297 | ||||||||||||||
Insured Residential Asset-Backed Securities (United States) — 0.8% | |||||||||||||||
13,105,096 | Ameriquest Mortgage Securities, Inc., Series 04-R6, Class A1, XL, Variable Rate, 1 mo. LIBOR + .21%, 2.68%, due 07/25/34 | 10,157,760 | |||||||||||||
Insured Residential Mortgage-Backed Securities (United States) — 0.1% | |||||||||||||||
1,564,787 | SBI Heloc Trust, Series 05-HE1, Class 1A, 144A, FSA, Variable Rate, 1 mo. LIBOR + .19%, 2.66%, due 11/25/35 | 1,307,849 | |||||||||||||
Insured Time Share — 0.6% | |||||||||||||||
1,563,394 | Cendant Timeshare Receivables Funding LLC, Series 05-1A, Class A2, 144A, FGIC, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 05/20/17 | 1,344,275 | |||||||||||||
1,446,536 | Sierra Receivables Funding Co., Series 06-1A, Class A2, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 05/20/18 | 1,223,275 | |||||||||||||
6,734,205 | Sierra Receivables Funding Co., Series 07-2A, Class A2, 144A, MBIA, Variable Rate, 1 mo. LIBOR + 1.00%, 3.47%, due 09/20/19 | 5,734,802 | |||||||||||||
Total Insured Time Share | 8,302,352 | ||||||||||||||
Insured Transportation — 0.5% | |||||||||||||||
8,000,000 | CLI Funding LLC, Series 06-1A, Class A, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .18%, 2.64%, due 08/18/21 | 6,480,000 | |||||||||||||
Investment Grade Corporate Collateralized Debt Obligations — 4.0% | |||||||||||||||
2,000,000 | Morgan Stanley ACES SPC, Series 04-12, Class A, 144A, Variable Rate, 3 mo. LIBOR + .60%, 3.39%, due 08/05/09 | 1,900,000 | |||||||||||||
5,000,000 | Morgan Stanley ACES SPC, Series 04-15, Class II, 144A, Variable Rate, 3 mo. LIBOR + .65%, 3.45%, due 12/20/09 | 4,652,500 | |||||||||||||
3,000,000 | Morgan Stanley ACES SPC, Series 04-15, Class III, 144A, Variable Rate, 3 mo. LIBOR + .75%, 3.55%, due 12/20/09 | 2,715,000 | |||||||||||||
6,000,000 | Morgan Stanley ACES SPC, Series 04-16, Class I, 144A, Variable Rate, 3 mo. LIBOR + .40%, 3.19%, due 08/05/09 | 5,814,000 | |||||||||||||
3,000,000 | Morgan Stanley ACES SPC, Series 05-10, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .52%, 3.32%, due 03/20/10 | 2,718,000 |
See accompanying notes to the financial statements.
9
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Investment Grade Corporate Collateralized Debt Obligations — Continued | |||||||||||||||
6,000,000 | Morgan Stanley ACES SPC, Series 05-15, Class A, 144A, Variable Rate, 3 mo. LIBOR + .40%, 3.20%, due 12/20/10 | 5,496,000 | |||||||||||||
3,000,000 | Morgan Stanley ACES SPC, Series 05-2A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .45%, 3.25%, due 03/20/10 | 2,766,000 | |||||||||||||
9,000,000 | Morgan Stanley ACES SPC, Series 06-13A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .29%, 3.09%, due 06/20/13 | 6,097,500 | |||||||||||||
10,000,000 | Prism Orso Trust, Series 04-MAPL, Class CERT, 144A, Variable Rate, 3 mo. LIBOR + .70%, 3.50%, due 08/01/11 | 9,283,000 | |||||||||||||
9,000,000 | Reve SPC, 144A, Variable Rate, 3 mo. LIBOR + .22%, 3.02%, due 03/20/14 | 6,896,250 | |||||||||||||
7,000,000 | Salisbury International Investments Ltd., Variable Rate, 3 mo. LIBOR + .42%, 3.22%, due 06/22/10 | 5,785,500 | |||||||||||||
Total Investment Grade Corporate Collateralized Debt Obligations | 54,123,750 | ||||||||||||||
Residential Asset-Backed Securities (United States) — 16.9% | |||||||||||||||
4,478,419 | Accredited Mortgage Loan Trust, Series 07-1, Class A1, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 02/25/37 | 4,321,016 | |||||||||||||
101,802 | ACE Securities Corp., Series 05-AG1, Class A2B, Variable Rate, 1 mo. LIBOR + .21%, 2.68%, due 08/25/35 | 99,257 | |||||||||||||
1,534,000 | ACE Securities Corp., Series 05-ASP1, Class A2C, Variable Rate, 1 mo. LIBOR + .27%, 2.74%, due 09/25/35 | 1,227,200 | |||||||||||||
504,440 | ACE Securities Corp., Series 05-SDI, Class A1, Variable Rate, 1 mo. LIBOR + .40%, 2.87%, due 11/25/50 | 343,019 | |||||||||||||
10,000,000 | ACE Securities Corp., Series 06-ASP5, Class A2C, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 10/25/36 | 5,795,700 | |||||||||||||
844,592 | ACE Securities Corp., Series 06-CW1, Class A2A, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 07/25/36 | 812,405 | |||||||||||||
5,000,000 | ACE Securities Corp., Series 06-CW1, Class A2B, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 07/25/36 | 4,575,000 | |||||||||||||
13,000,000 | ACE Securities Corp., Series 06-HE2, Class A2C, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 05/25/36 | 9,860,110 | |||||||||||||
3,500,000 | ACE Securities Corp., Series 06-HE3, Class A2B, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 06/25/36 | 3,268,125 | |||||||||||||
1,270,253 | ACE Securities Corp., Series 06-SL1, Class A, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 09/25/35 | 317,563 | |||||||||||||
2,578,842 | ACE Securities Corp., Series 06-SL3, Class A1, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 06/25/36 | 577,661 |
See accompanying notes to the financial statements.
10
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — Continued | |||||||||||||||
3,000,000 | ACE Securities Corp., Series 06-SL3, Class A2, Variable Rate, 1 mo. LIBOR + .17%, 2.64%, due 06/25/36 | 435,000 | |||||||||||||
1,801,218 | ACE Securities Corp., Series 06-SL4, Class A1, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 09/25/36 | 414,280 | |||||||||||||
5,512,178 | ACE Securities Corp., Series 07-ASL1, Class A2, Variable Rate, 1 mo. LIBOR + .17%, 2.64%, due 12/25/36 | 992,192 | |||||||||||||
4,112,622 | ACE Securities Corp., Series 07-WM1, Class A2A, Variable Rate, 1 mo. LIBOR + .07%, 2.54%, due 11/25/36 | 3,266,245 | |||||||||||||
14,000,000 | Argent Securities, Inc., Series 06-M1, Class AC2, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 07/25/36 | 8,973,125 | |||||||||||||
12,000,000 | Argent Securities, Inc., Series 06-M2, Class A2B, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 09/25/36 | 10,742,880 | |||||||||||||
7,000,000 | Argent Securities, Inc., Series 06-M2, Class A2C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 09/25/36 | 3,500,000 | |||||||||||||
5,006,432 | Argent Securities, Inc., Series 06-W2, Class A2B, Variable Rate, 1 mo. LIBOR + .19%, 2.66%, due 03/25/36 | 4,460,981 | |||||||||||||
8,131,920 | Argent Securities, Inc., Series 06-W4, Class A2B, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 05/25/36 | 7,921,954 | |||||||||||||
2,500,000 | Argent Securities, Inc., Series 06-W5, Class A2C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 06/25/36 | 1,789,453 | |||||||||||||
4,500,000 | Asset Backed Funding Certificates, Series 06-OPT2, Class A3B, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 10/25/36 | 4,054,219 | |||||||||||||
3,000,000 | Asset Backed Funding Certificates, Series 06-OPT2, Class A3C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 10/25/36 | 1,992,656 | |||||||||||||
775,834 | Asset Backed Funding Certificates, Series 06-OPT3, Class A3A, Variable Rate, 1 mo. LIBOR + .06%, 2.53%, due 11/25/36 | 737,043 | |||||||||||||
10,856,422 | Asset Backed Funding Certificates, Series 07-NC1, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 05/25/37 | 9,679,178 | |||||||||||||
6,500,000 | Bayview Financial Acquisition Trust, Series 05-A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .50%, 2.97%, due 02/28/40 | 5,558,262 | |||||||||||||
4,806,462 | Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A1, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 11/25/36 | 4,308,512 | |||||||||||||
6,000,000 | Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A2, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 11/25/36 | 3,886,200 | |||||||||||||
3,884,551 | Bear Stearns Mortgage Funding Trust, Series 07-SL2, Class 1A, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 02/25/37 | 878,297 |
See accompanying notes to the financial statements.
11
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — Continued | |||||||||||||||
3,000,000 | Centex Home Equity, Series 06-A, Class AV3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 06/25/36 | 2,532,600 | |||||||||||||
3,500,000 | Citigroup Mortgage Loan Trust, Inc., Series 06-HE3, Class A2C, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 12/25/36 | 1,855,350 | |||||||||||||
8,000,000 | Citigroup Mortgage Loan Trust, Inc., Series 06-WFH4, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 11/25/36 | 6,059,200 | |||||||||||||
9,712,000 | Countrywide Asset-Backed Certificates, Series 06-BC3, Class 2A2, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 02/25/37 | 7,763,530 | |||||||||||||
3,958,906 | Countrywide Asset-Backed Certificates, Series 06-BC5, Class 2A1, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 03/25/37 | 3,714,567 | |||||||||||||
1,815,967 | Credit-Based Asset Servicing & Securitization, Series 06-RP1, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 04/25/36 | 1,766,596 | |||||||||||||
5,000,000 | Fremont Home Loan Trust, Series 06-B, Class 2A3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 08/25/36 | 2,887,500 | |||||||||||||
3,003,278 | GE-WMC Mortgage Securities, Series 05-2, Class A2B, Variable Rate, 1 mo. LIBOR + .17%, 2.64%, due 12/25/35 | 2,898,163 | |||||||||||||
10,000,000 | GE-WMC Mortgage Securities, Series 06-1, Class A2B, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 08/25/36 | 6,935,000 | |||||||||||||
1,550,955 | Household Home Equity Loan Trust, Series 05-2, Class A2, Variable Rate, 1 mo. LIBOR + .31%, 2.78%, due 01/20/35 | 1,257,243 | |||||||||||||
1,141,036 | Household Home Equity Loan Trust, Series 05-3, Class A2, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 01/20/35 | 932,084 | |||||||||||||
7,450,195 | Household Home Equity Loan Trust, Series 06-2, Class A1, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 03/20/36 | 6,740,117 | |||||||||||||
9,000,000 | J.P. Morgan Mortgage Acquisition Corp., Series 06-WMC4, Class A3, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 12/25/36 | 4,050,000 | |||||||||||||
1,994,876 | Master Asset-Backed Securities Trust, Series 05-FRE1, Class A4, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 10/25/35 | 1,796,785 | |||||||||||||
5,000,000 | Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 03/25/36 | 3,148,500 | |||||||||||||
3,000,000 | Master Asset-Backed Securities Trust, Series 06-HE2, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 06/25/36 | 1,620,000 | |||||||||||||
6,760,000 | Master Asset-Backed Securities Trust, Series 06-HE3, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 08/25/36 | 3,282,656 | |||||||||||||
4,000,000 | Master Asset-Backed Securities Trust, Series 06-NC3, Class A4, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 10/25/36 | 2,280,800 |
See accompanying notes to the financial statements.
12
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — Continued | |||||||||||||||
2,237,628 | Master Second Lien Trust, Series 06-1, Class A, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 03/25/36 | 501,005 | |||||||||||||
4,300,163 | Merrill Lynch Mortgage Trust, Series 06-SD1, Class A, Variable Rate, 1 mo. LIBOR + .28%, 2.75%, due 01/25/47 | 3,748,532 | |||||||||||||
3,000,000 | Morgan Stanley Home Equity Loans, Series 06-3, Class A3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 04/25/36 | 1,800,000 | |||||||||||||
2,500,000 | Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 11/25/36 | 1,500,000 | |||||||||||||
10,000,000 | Nationstar Home Equity Loan Trust, Series 06-B, Class AV3, Variable Rate, 1 mo. LIBOR + .17%, 2.64%, due 09/25/36 | 8,323,437 | |||||||||||||
10,000,000 | Nomura Home Equity Loan, Inc., Series 06-HE3, Class 2A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 07/25/36 | 6,400,000 | |||||||||||||
326,103 | Option One Mortgage Loan Trust, Series 05-3, Class A4, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 08/25/35 | 285,850 | |||||||||||||
357,775 | People's Choice Home Loan Securities Trust, Series 05-3, Class 1A2, Variable Rate, 1 mo. LIBOR + .27%, 2.74%, due 08/25/35 | 314,265 | |||||||||||||
3,687,571 | People's Choice Home Loan Securities Trust, Series 05-4, Class 1A2, Variable Rate, 1 mo. LIBOR + .26%, 2.73%, due 12/25/35 | 3,189,011 | |||||||||||||
1,132,587 | Residential Asset Mortgage Products, Inc., Series 05-RS4, Class A3, Variable Rate, 1 mo. LIBOR + .23%, 2.70%, due 04/25/35 | 1,073,834 | |||||||||||||
8,000,000 | Saxon Asset Securities Trust, Series 06-3, Class A2, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 11/25/36 | 6,684,665 | |||||||||||||
10,000,000 | Securitized Asset-Backed Receivables LLC Trust, Series 06-HE1, Class A2C, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 07/25/36 | 7,007,700 | |||||||||||||
4,025,591 | Security National Mortgage Loan Trust, Series 06-2A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 10/25/36 | 3,784,056 | |||||||||||||
995,083 | SG Mortgage Securities Trust, Series 05-OPT1, Class A2, Variable Rate, 1 mo. LIBOR + .26%, 2.73%, due 10/25/35 | 718,052 | |||||||||||||
8,085,783 | Soundview Home Equity Loan Trust, Series 07-NS1, Class A1, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 01/25/37 | 7,670,124 | |||||||||||||
4,000,000 | Specialty Underwriting & Residential Finance, Series 06-BC3, Class A2C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 06/25/37 | 3,248,594 | |||||||||||||
3,000,000 | Structured Asset Investment Loan Trust, Series 06-1, Class A3, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 01/25/36 | 2,541,609 | |||||||||||||
2,120,041 | Structured Asset Securities Corp., Series 05-S6, Class A2, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 11/25/35 | 1,060,020 | |||||||||||||
Total Residential Asset-Backed Securities (United States) | 226,158,978 |
See accompanying notes to the financial statements.
13
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Mortgage-Backed Securities (Australian) — 3.4% | |||||||||||||||
1,927,153 | Australian Mortgage Securities II, Series G3, Class A1A, Variable Rate, 3 mo. LIBOR + .21%, 3.00%, due 01/10/35 | 1,843,187 | |||||||||||||
2,524,834 | Crusade Global Trust, Series 04-2, Class A1, Variable Rate, 3 mo. LIBOR + .13%, 2.94%, due 11/19/37 | 2,364,770 | |||||||||||||
3,891,369 | Crusade Global Trust, Series 06-1, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .06%, 2.85%, due 07/20/38 | 3,583,087 | |||||||||||||
2,561,418 | Crusade Global Trust, Series 06-2, Class A1, Variable Rate, 3 mo. LIBOR + 0.06%, 2.86%, due 11/15/37 | 2,390,187 | |||||||||||||
11,162,149 | Interstar Millennium Trust, Series 04-2G, Class A, Variable Rate, 3 mo. LIBOR + .20%, 2.98%, due 03/14/36 | 10,428,349 | |||||||||||||
5,472,110 | Interstar Millennium Trust, Series 05-1G, Class A, Variable Rate, 3 mo. LIBOR + .12%, 2.82%, due 12/08/36 | 5,178,258 | |||||||||||||
2,382,492 | Medallion Trust, Series 05-1G, Class A1, Variable Rate, 3 mo. LIBOR + .08%, 2.88%, due 05/10/36 | 2,253,311 | |||||||||||||
3,654,439 | Medallion Trust, Series 07-1G, Class A1, Variable Rate, 3 mo. LIBOR + .04%, 2.85%, due 02/27/39 | 3,511,477 | |||||||||||||
1,785,558 | National RMBS Trust, Series 04-1, Class A1, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 03/20/34 | 1,685,388 | |||||||||||||
5,502,448 | National RMBS Trust, Series 06-3, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.86%, due 10/20/37 | 5,182,095 | |||||||||||||
6,312,500 | Puma Finance Ltd., Series G5, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.88%, due 02/21/38 | 5,830,856 | |||||||||||||
1,504,266 | Westpac Securitization Trust, Series 05-1G, Class A1, Variable Rate, 3 mo. LIBOR + .07%, 2.87%, due 03/23/36 | 1,413,017 | |||||||||||||
Total Residential Mortgage-Backed Securities (Australian) | 45,663,982 | ||||||||||||||
Residential Mortgage-Backed Securities (European) — 6.9% | |||||||||||||||
11,000,000 | Aire Valley Mortgages, Series 06-1A, Class 1A, 144A, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 09/20/66 | 10,642,500 | |||||||||||||
4,000,000 | Arkle Master Issuer Plc, Series 06-1A, Class 3A, 144A, Variable Rate, 3 mo. LIBOR + .05%, 2.86%, due 08/17/11 | 3,908,400 | |||||||||||||
3,500,000 | Arkle Master Issuer Plc, Series 06-1A, Class 4A1, 144A, Variable Rate, 3 mo. LIBOR + .09%, 2.90%, due 02/17/52 | 3,255,000 | |||||||||||||
10,000,000 | Arran Residential Mortgages Funding Plc, Series 06-2A, Class A2B, 144A, Variable Rate, 3 mo. LIBOR + .05%, 2.85%, due 09/20/56 | 9,800,000 | |||||||||||||
7,000,000 | Brunel Residential Mortgages, Series 07-1A, Class A4C, 144A, Variable Rate, 3 mo. LIBOR + .10%, 2.89%, due 01/13/39 | 6,454,000 |
See accompanying notes to the financial statements.
14
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Mortgage-Backed Securities (European) — Continued | |||||||||||||||
1,385,678 | Gracechurch Mortgage Funding Plc, Series 1A, Class A2B, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.86%, due 10/11/41 | 1,341,918 | |||||||||||||
7,101,792 | Granite Master Issuer Plc, Series 06-3, Class A3, Variable Rate, 3 mo. LIBOR + .04%, 2.83%, due 12/20/54 | 6,953,364 | |||||||||||||
10,000,000 | Holmes Financing Plc, Series 10A, Class 4A1, 144A, Variable Rate, 3 mo. LIBOR + .08%, 2.87%, due 07/15/40 | 9,591,200 | |||||||||||||
13,290,697 | Kildare Securities Ltd., Series 07-1A, Class A2, 144A, Variable Rate, 3 mo. LIBOR + .06%, 2.76%, due 12/10/43 | 12,924,272 | |||||||||||||
1,359,400 | Leek Finance Plc, Series 15A, Class AB, 144A, Variable Rate, 3 mo. LIBOR + .14%, 2.94%, due 03/21/37 | 1,298,227 | |||||||||||||
4,826,100 | Leek Finance Plc, Series 16A, Class A2B, 144A, Variable Rate, 3 mo. LIBOR + .16%, 2.96%, due 09/21/37 | 4,416,364 | |||||||||||||
3,000,000 | Mound Financing Plc, Series 5A, Class 2A, 144A, Variable Rate, 3 mo. LIBOR + .04%, 2.84%, due 05/08/16 | 2,919,360 | |||||||||||||
3,617,256 | Paragon Mortgages Plc, Series 12A, Class A2C, 144A, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 11/15/38 | 3,159,456 | |||||||||||||
3,523,061 | Paragon Mortgages Plc, Series 14A, Class A2C, 144A, Variable Rate, 3 mo. LIBOR +0.1%, 2.88%, due 09/15/39 | 3,275,143 | |||||||||||||
3,000,000 | Permanent Master Issuer Plc, Series 06-1, Class 5A, Variable Rate, 3 mo. LIBOR + 0.11%, 2.90%, due 07/15/33 | 2,836,500 | |||||||||||||
5,000,000 | Permanent Master Issuer Plc, Series 07-1, Class 4A, Variable Rate, 3 mo. LIBOR + .08%, 2.87%, due 10/15/33 | 4,694,800 | |||||||||||||
5,147,273 | RMAC Securities Plc, Series 06-NS4A, Class A1B, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.86%, due 06/12/25 | 5,084,476 | |||||||||||||
Total Residential Mortgage-Backed Securities (European) | 92,554,980 | ||||||||||||||
Residential Mortgage-Backed Securities (United States) — 0.0% | |||||||||||||||
568,502 | GreenPoint Mortgage Funding Trust, Series 05-HE4, Class 2A3C, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 07/25/30 | 562,017 | |||||||||||||
Student Loans — 5.4% | |||||||||||||||
5,000,000 | College Loan Corp. Trust, Series 04-1, Class A2, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 04/25/16 | 4,944,765 | |||||||||||||
7,160,000 | College Loan Corp. Trust, Series 07-1, Class A1, Variable Rate, 3 mo. LIBOR + .01%, 2.81%, due 01/25/23 | 7,041,860 | |||||||||||||
4,000,000 | College Loan Corp. Trust, Series 07-2, Class A1, Variable Rate, 3 mo. LIBOR + .25%, 3.05%, due 01/25/24 | 3,957,356 |
See accompanying notes to the financial statements.
15
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Student Loans — Continued | |||||||||||||||
1,701,428 | Goal Capital Funding Trust, Series 06-1, Class A1, Variable Rate, 3 mo. LIBOR, 2.81%, due 08/25/20 | 1,691,712 | |||||||||||||
1,294,307 | Keycorp Student Loan Trust, Series 05-A, Class 2A1, Variable Rate, 3 mo. LIBOR + .05%, 2.86%, due 09/27/21 | 1,267,528 | |||||||||||||
2,061,000 | Montana Higher Education Student Assistance Corp., Series 05-1, Class A, Variable Rate, 3 mo. LIBOR + .04%, 2.84%, due 06/20/15 | 2,027,406 | |||||||||||||
8,000,000 | National Collegiate Student Loan Trust, Series 05-2, Class A2, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 02/25/26 | 7,434,640 | |||||||||||||
1,652,236 | National Collegiate Student Loan Trust, Series 06-1, Class A2, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 08/25/23 | 1,575,981 | |||||||||||||
3,533,141 | National Collegiate Student Loan Trust, Series 06-A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 08/26/19 | 3,215,158 | |||||||||||||
8,000,000 | SLM Student Loan Trust, Series 05-3, Class A4, Variable Rate, 3 mo. LIBOR + .07%, 2.87%, due 04/27/20 | 7,640,000 | |||||||||||||
1,030,673 | SLM Student Loan Trust, Series 05-4, Class A1, Variable Rate, 3 mo. LIBOR + .01%, 2.81%, due 10/26/15 | 1,022,118 | |||||||||||||
5,223,417 | SLM Student Loan Trust, Series 06-A, Class A2, Variable Rate, 3 mo. LIBOR + .03%, 3.09%, due 10/15/15 | 5,146,698 | |||||||||||||
14,000,000 | SLM Student Loan Trust, Series 07-2, Class A2, Variable Rate, 3 mo. LIBOR, 2.80%, due 07/25/17 | 13,483,680 | |||||||||||||
4,241,334 | SLM Student Loan Trust, Series 07-5, Class A1, Variable Rate, 3 mo. LIBOR - .01%, 2.79%, due 07/25/13 | 4,222,778 | |||||||||||||
7,500,000 | SLM Student Loan Trust, Series 07-6, Class A2, Variable Rate, 3 mo. LIBOR + .25%, 3.05%, due 01/25/19 | 7,211,250 | |||||||||||||
Total Student Loans | 71,882,930 | ||||||||||||||
Trade Receivables — 1.0% | |||||||||||||||
14,000,000 | ABS Global Finance Plc, Series 06-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 12/17/10 | 13,783,000 | |||||||||||||
Total Asset-Backed Securities | 1,230,308,206 | ||||||||||||||
Corporate Debt — 0.4% | |||||||||||||||
5,000,000 | TIAA Global Markets, 144A, Variable Rate, 3 mo. LIBOR + .10%, 2.89%, due 01/12/11 | 4,926,951 |
See accompanying notes to the financial statements.
16
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) / Principal Amount | Description | Value ($) | |||||||||||||
U.S. Government Agency — 0.2% | |||||||||||||||
2,032,554 | Agency for International Development Floater (Support of Jamaica), Variable Rate, 4 mo. LIBOR + .30%, 2.95%, due 10/01/18 | 2,032,554 | |||||||||||||
1,000,000 | U.S. Department of Transportation, 144A, 6.00%, due 12/07/21 | 1,056,950 | |||||||||||||
Total U.S. Government Agency | 3,089,504 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $1,389,567,977) | 1,238,324,661 | ||||||||||||||
OPTIONS PURCHASED — 3.9% | |||||||||||||||
Options on Interest Rates — 1.6% | |||||||||||||||
AUD | 400,000,000 | Floor on 3 Month AUD BBSW LIBOR Call, Expires 06/10/09, Strike 8.15% | 2,898,616 | ||||||||||||
GBP | 150,000,000 | Floor on 3 Month GBP LIBOR Call, Expires 09/13/09, Strike 5.40% | 254,514 | ||||||||||||
GBP | 150,000,000 | Floor on 3 Month GBP LIBOR Call, Expires 09/13/09, Strike 6.40% | 1,639,140 | ||||||||||||
USD | 1,400,000,000 | USD 3 Month LIBOR Cap Call, Expires 03/17/10, Strike 2.59% | 11,221,210 | ||||||||||||
USD | 300,000,000 | USD 3 Month LIBOR Cap Call, Expires 04/15/10, Strike 2.64% | 2,382,390 | ||||||||||||
USD | 1,400,000,000 | USD 3 Month LIBOR Floor Call, Expires 03/17/10, Strike 2.59% | 2,181,942 | ||||||||||||
USD | 300,000,000 | USD 3 Month LIBOR Floor Call, Expires 04/15/10, Strike 2.64% | 547,065 | ||||||||||||
21,124,877 | |||||||||||||||
Options on Interest Rate Swaps — 2.3% | |||||||||||||||
EUR | 225,000,000 | EUR Swaption Call, Expires 01/07/09, Strike 4.10% | 37,966 | ||||||||||||
EUR | 225,000,000 | EUR Swaption Call, Expires 01/14/09, Strike 3.91% | 18,050 | ||||||||||||
EUR | 150,000,000 | EUR Swaption Call, Expires 02/12/10, Strike 3.85% | 375,249 | ||||||||||||
EUR | 150,000,000 | EUR Swaption Call, Expires 02/22/10, Strike 3.95% | 447,452 | ||||||||||||
EUR | 225,000,000 | EUR Swaption Put, Expires 01/07/09, Strike 4.10% | 2,756,828 | ||||||||||||
EUR | 225,000,000 | EUR Swaption Put, Expires 01/14/09, Strike 3.91% | 3,243,569 | ||||||||||||
GBP | 14,000,000 | GBP Swaption Call, Expires 02/28/11, Strike 5.17% | 1,054,264 | ||||||||||||
GBP | 14,000,000 | GBP Swaption Call, Expires 03/03/11, Strike 5.03% | 897,828 | ||||||||||||
GBP | 28,000,000 | GBP Swaption Call, Expires 03/14/11, Strike 4.96% | 1,654,688 | ||||||||||||
GBP | 35,000,000 | GBP Swaption Call, Expires 03/21/11, Strike 4.92% | 1,959,865 | ||||||||||||
GBP | 14,000,000 | GBP Swaption Put, Expires 02/28/11, Strike 5.17% | 470,183 | ||||||||||||
GBP | 14,000,000 | GBP Swaption Put, Expires 03/03/11, Strike 5.03% | 558,886 | ||||||||||||
GBP | 28,000,000 | GBP Swaption Put, Expires 03/14/11, Strike 4.96% | 1,216,163 | ||||||||||||
GBP | 35,000,000 | GBP Swaption Put, Expires 03/21/11, Strike 4.92% | 1,603,141 | ||||||||||||
USD | 300,000,000 | USD Swaption Call, Expires 02/09/09, Strike 2.25% | 36,963 |
See accompanying notes to the financial statements.
17
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Principal Amount / Shares / Par Value ($) | Description | Value ($) | |||||||||||||
Options on Interest Rate Swaps — Continued | |||||||||||||||
USD | 300,000,000 | USD Swaption Call, Expires 02/09/09, Strike 3.75% | 2,572,275 | ||||||||||||
USD | 64,000,000 | USD Swaption Call, Expires 04/10/18, Strike TBD | 3,326,660 | ||||||||||||
USD | 64,000,000 | USD Swaption Call, Expires 04/23/18, Strike TBD | 3,317,320 | ||||||||||||
USD | 64,000,000 | USD Swaption Call, Expires 05/01/18, Strike TBD | 3,308,022 | ||||||||||||
USD | 600,000,000 | USD Swaption Call, Expires 09/26/08, Strike 3.39% | 1,018,806 | ||||||||||||
USD | 300,000,000 | USD Swaption Put, Expires 01/28/09, Strike 5.35% | 1,449,414 | ||||||||||||
31,323,592 | |||||||||||||||
TOTAL OPTIONS PURCHASED (COST $55,862,089) | 52,448,469 | ||||||||||||||
SHORT-TERM INVESTMENTS — 5.9% | |||||||||||||||
Money Market Funds — 4.3% | |||||||||||||||
56,864,402 | State Street Institutional Liquid Cash Reserves Fund-Institutional Class | 56,864,402 | |||||||||||||
Other Short-Term Investments — 1.6% | |||||||||||||||
12,500,000 | Barton Capital Corp. Commercial Paper, 2.38%, due 09/03/08 | 12,498,347 | |||||||||||||
6,000,000 | U.S. Treasury Bill, 1.57%, due 09/25/08 (a) (b) | 5,993,560 | |||||||||||||
3,000,000 | U.S. Treasury Bill, 1.76%, due 12/26/08 (a) (b) | 2,983,181 | |||||||||||||
Total Other Short-Term Investments | 21,475,088 | ||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $78,339,101) | 78,339,490 | ||||||||||||||
TOTAL INVESTMENTS — 102.3% (Cost $1,523,769,167) | 1,369,112,620 | ||||||||||||||
Other Assets and Liabilities (net) — (2.3%) | (30,893,518 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 1,338,219,102 |
See accompanying notes to the financial statements.
18
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
9/02/08 | AUD | 139,900 | $ | 120,132 | $ | (378 | ) | ||||||||||||
Sales | |||||||||||||||||||
9/02/08 | AUD | 139,900 | $ | 120,132 | $ | 378 |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
2,300 | 3 Mo. Euro Euribor Interest Rate | December 2008 | $ | 1,897,996 | $ | (168,710 | ) | ||||||||||||
Sales | |||||||||||||||||||
2,300 | 3 Mo. Euro Euribor Interest Rate | December 2008 | $ | 253,066 | $ | 210,888 | |||||||||||||
78 | U.S Treasury Note 10 Yr. | December 2008 | 9,009,000 | 20,109 | |||||||||||||||
44 | U.S Treasury Note 5 Yr. (CBT) | December 2008 | 4,925,250 | — | |||||||||||||||
$ | 14,187,316 | $ | 230,997 |
Written Options
Notional Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||||||
Put | $ | 400,000,000 | 06/10/2009 | AUD | Floor on 3 Month AUD BBSW, | ||||||||||||||||||||||
Strike 7.85% | $ | (399,546 | ) | $ | (2,179,348 | ) | |||||||||||||||||||||
Put | 400,000,000 | 06/10/2009 | AUD | Floor on 3 Month AUD BBSW, Strike 7.55% | (190,260 | ) | (1,494,640 | ) |
See accompanying notes to the financial statements.
19
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options — Continued
Notional Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||||||
Call | $ | 120,000,000 | 10/24/2008 | EUR | Interest Rate Swaption, Strike 5.14% | $ | (896,000 | ) | $ | (1,278,239 | ) | ||||||||||||||||
Put | 120,000,000 | 10/24/2008 | EUR | Interest Rate Swaption, Strike 5.14% | (896,000 | ) | (261,379 | ) | |||||||||||||||||||
Put | 225,000,000 | 01/07/2009 | EUR | Interest Rate Swaption, Strike 4.98% | (851,130 | ) | (733,653 | ) | |||||||||||||||||||
Put | 225,000,000 | 01/14/2009 | EUR | Interest Rate Swaption, Strike 5.00% | (784,890 | ) | (692,543 | ) | |||||||||||||||||||
Call | 150,000,000 | 02/12/2009 | EUR | Interest Rate Swaption, Strike 3.50% | (667,310 | ) | (4,421 | ) | |||||||||||||||||||
Call | 150,000,000 | 02/20/2009 | EUR | Interest Rate Swaption, Strike 3.62% | (639,820 | ) | (11,987 | ) | |||||||||||||||||||
Call | 45,000,000 | 10/17/2008 | GBP | Interest Rate Swaption, Strike 5.04% | (387,484 | ) | (843,720 | ) | |||||||||||||||||||
Put | 45,000,000 | 10/17/2008 | GBP | Interest Rate Swaption, Strike 5.74% | (387,483 | ) | (19,950 | ) | |||||||||||||||||||
Call | 300,000,000 | 09/13/2009 | GBP | Floor on 3 Month GBP LIBOR, Strike 5.90% | (1,167,900 | ) | (1,385,178 | ) | |||||||||||||||||||
Call | 600,000,000 | 09/26/2008 | USD | Interest Rate Swaption, Strike 3.09% | (930,000 | ) | (215,862 | ) | |||||||||||||||||||
Call | 600,000,000 | 09/26/2008 | USD | Interest Rate Swaption, Strike 2.79% | (450,000 | ) | (14,724 | ) | |||||||||||||||||||
Put | 600,000,000 | 01/28/2009 | USD | Interest Rate Swaption, Strike 5.69% | (3,210,000 | ) | (1,313,814 | ) | |||||||||||||||||||
Call | 600,000,000 | 02/09/2009 | USD | Interest Rate Swaption, Strike 3.00% | (2,850,000 | ) | (1,209,270 | ) | |||||||||||||||||||
Put | 1,400,000,000 | 03/13/2009 | USD | Interest Rate Swaption, Strike 2.63% | (7,420,000 | ) | (10,528,448 | ) | |||||||||||||||||||
Call | 1,400,000,000 | 03/13/2009 | USD | Interest Rate Swaption, Strike 2.63% | (7,420,000 | ) | (1,462,482 | ) | |||||||||||||||||||
Call | 300,000,000 | 04/14/2009 | USD | Interest Rate Swaption, Strike 2.69% | (1,395,000 | ) | (323,748 | ) | |||||||||||||||||||
Put | 300,000,000 | 04/14/2009 | USD | Interest Rate Swaption, Strike 2.69% | (1,395,000 | ) | (2,154,249 | ) |
See accompanying notes to the financial statements.
20
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options — Continued
Notional Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||||||
Put | $ | 30,000,000 | 06/24/2009 | USD | Interest Rate Swaption, Strike 5.06% | $ | (1,047,000 | ) | $ | (567,899 | ) | ||||||||||||||||
Put | 30,000,000 | 06/24/2009 | USD | Interest Rate Swaption, Strike 5.06% | (1,047,000 | ) | (1,458,590 | ) | |||||||||||||||||||
$ | (34,431,823 | ) | $ | (28,154,144 | ) |
Swap Agreements
Credit Default Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||
13,000,000 | USD | 9/20/2010 | Morgan Stanley | Receive | 0.40 | % | Eagle Creek CDO | $ | (761,021 | ) | |||||||||||||||||||||
300,000,000 | USD | 12/20/2012 | JP Morgan Chase Bank | Receive | 0.73 | % | Reference security within CDX index | 3,553,120 | |||||||||||||||||||||||
50,000,000 | USD | 12/20/2012 | Morgan Stanley | (Pay) | 1.93 | % | Reference security within CDX index | (463,748 | ) | ||||||||||||||||||||||
100,000,000 | USD | 12/20/2012 | Morgan Stanley | (Pay) | 1.20 | % | Reference security within CDX Index | (1,404,298 | ) | ||||||||||||||||||||||
500,000,000 | USD | 12/20/2012 | Morgan Stanley | Receive | 0.70 | % | Reference security within CDX Index | 5,297,877 | |||||||||||||||||||||||
500,000,000 | USD | 12/20/2012 | Morgan Stanley | Receive | 0.71 | % | Reference security within CDX Index | 5,505,874 | |||||||||||||||||||||||
400,000,000 | USD | 12/20/2012 | Morgan Stanley | Receive | 0.71 | % | Reference security within CDX index | 4,404,699 | |||||||||||||||||||||||
300,000,000 | USD | 12/20/2012 | Morgan Stanley | Receive | 0.72 | % | Reference security within CDX index | 3,365,923 | |||||||||||||||||||||||
200,000,000 | USD | 12/20/2012 | Morgan Stanley | Receive | 0.75 | % | Reference security within CDX index | 2,535,144 | |||||||||||||||||||||||
7,000,000 | USD | 3/20/2013 | Morgan Stanley | Receive | 0.25 | % | MS Synthetic 2006-1 | (957,864 | ) | ||||||||||||||||||||||
5,000,000 | USD | 3/20/2015 | Lehman Brothers | Receive | 0.88 | % | AAA CDO | (1,429,444 | ) | ||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 19,646,262 |
See accompanying notes to the financial statements.
21
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
316,000,000 | AUD | 12/17/2010 | Deutsche Bank AG | Receive | 8.00 | % | 3 month AUD BBSW | $ | 6,619,691 | ||||||||||||||||||||||
893,000,000 | SEK | 12/17/2010 | Morgan Stanley | (Pay) | 5.55 | % | 3 month SEK STIBOR | (1,378,055 | ) | ||||||||||||||||||||||
62,800,000,000 | JPY | 12/17/2010 | Merrill Lynch | (Pay) | 1.60 | % | 6 month JPY LIBOR | (6,154,309 | ) | ||||||||||||||||||||||
67,800,000,000 | JPY | 6/1/2011 | Morgan Stanley | Receive | 1.61 | % | 6 month JPY LIBOR | 2,722,922 | |||||||||||||||||||||||
100,000,000 | USD | 6/11/2011 | Citigroup | (Pay) | 3.97 | % | 3 month LIBOR | (1,058,320 | ) | ||||||||||||||||||||||
5,000,000 | USD | 2/7/2012 | Deutsche Bank AG | (Pay) | 4.33 | % | 3 month LIBOR | (90,229 | ) | ||||||||||||||||||||||
34,840,000,000 | JPY | 5/31/2013 | Morgan Stanley | (Pay) | 1.91 | % | 6 month JPY LIBOR | (2,552,106 | ) | ||||||||||||||||||||||
445,000,000 | USD | 6/11/2013 | Merrill Lynch | Receive | 4.31 | % | 3 month LIBOR | 6,183,205 | |||||||||||||||||||||||
15,000,000 | USD | 2/8/2015 | JP Morgan Chase Bank | (Pay) | 4.47 | % | 3 month LIBOR | (62,589 | ) | ||||||||||||||||||||||
298,000,000 | USD | 6/11/2016 | Merrill Lynch | (Pay) | 4.60 | % | 3 month LIBOR | (5,352,675 | ) | ||||||||||||||||||||||
216,000,000 | SEK | 12/17/2018 | Morgan Stanley | Receive | 5.15 | % | 3 month SEK STIBOR | 618,504 | |||||||||||||||||||||||
84,000,000 | AUD | 12/17/2018 | Deutsche Bank AG | (Pay) | 7.60 | % | 6 month AUD BBSW | (5,172,026 | ) | ||||||||||||||||||||||
13,300,000,000 | JPY | 12/17/2018 | Merrill Lynch | Receive | 2.20 | % | 6 month JPY LIBOR | 5,440,812 | |||||||||||||||||||||||
17,800,000 | CAD | 12/18/2018 | Deutsche Bank AG | Receive | 4.50 | % | 3 month CDOR | (131,199 | ) | ||||||||||||||||||||||
30,000,000 | CAD | 12/18/2018 | JP Morgan Chase Bank | Receive | 4.50 | % | 3 month CDOR | (221,121 | ) | ||||||||||||||||||||||
38,200,000 | USD | 12/18/2018 | JP Morgan Chase Bank | Receive | 5.20 | % | 3 month LIBOR | 151,012 | |||||||||||||||||||||||
143,400,000 | SEK | 12/18/2018 | Barclays Bank PLC | (Pay) | 4.80 | % | 3 month SEK STIBOR | 13,644 | |||||||||||||||||||||||
21,100,000 | AUD | 12/18/2018 | Deutsche Bank AG | (Pay) | 7.00 | % | 6 month AUD BBSW | (298,903 | ) | ||||||||||||||||||||||
25,400,000 | CHF | 12/18/2018 | Deutsche Bank AG | Receive | 3.80 | % | 6 month CHF LIBOR | 63,896 | |||||||||||||||||||||||
10,300,000 | EUR | 12/18/2018 | Morgan Stanley | (Pay) | 4.90 | % | 6 month EUR LIBOR | (127,566 | ) | ||||||||||||||||||||||
6,200,000 | GBP | 12/18/2018 | Deutsche Bank AG | (Pay) | 5.10 | % | 6 month GBP LIBOR | (132,345 | ) | ||||||||||||||||||||||
24,700,000 | GBP | 12/18/2018 | JP Morgan Chase Bank | (Pay) | 5.10 | % | 6 month GBP LIBOR | (527,245 | ) | ||||||||||||||||||||||
750,000,000 | JPY | 12/18/2018 | Citigroup | Receive | 2.25 | % | 6 month JPY LIBOR | 28,846 | |||||||||||||||||||||||
35,000,000 | USD | 5/15/2021 | Barclays Bank PLC | (Pay) | 0.00 | % | 3 month LIBOR | (417,646 | ) | ||||||||||||||||||||||
280,000,000 | USD | 11/15/2021 | JP Morgan Chase bank | (Pay) | 0.00 | % | 3 month LIBOR | (4,147,176 | ) | ||||||||||||||||||||||
210,000,000 | USD | 11/15/2021 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | (3,432,682 | ) | ||||||||||||||||||||||
100,000,000 | USD | 11/15/2022 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | (1,297,054 | ) |
See accompanying notes to the financial statements.
22
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Interest Rate Swaps — Continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
70,000,000 | USD | 11/15/2022 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | $ | (1,968,403 | ) | |||||||||||||||||||||
140,000,000 | USD | 2/15/2023 | Barclays Bank PLC | (Pay) | 4.59 | % | 3 month LIBOR | 467,218 | |||||||||||||||||||||||
350,000,000 | USD | 2/15/2023 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | 454,698 | |||||||||||||||||||||||
153,000,000 | AUD | 4/16/2023 | Deutsche Bank AG | Receive | 6.36 | % | 6 month AUD BBSW | 14,211 | |||||||||||||||||||||||
255,400,000 | USD | 6/26/2028 | Deutsche Bank AG | (Pay) | 5.51 | % | 3 month LIBOR | (3,238,275 | ) | ||||||||||||||||||||||
82,200,000 | AUD | 4/17/2038 | Deutsche Bank AG | (Pay) | 4.34 | % | 6 month AUD BBSW | 1,245,224 | |||||||||||||||||||||||
438,400,000 | USD | 6/26/2038 | Deutsche Bank AG | Receive | 5.37 | % | 3 month LIBOR | 3,939,712 | |||||||||||||||||||||||
45,000,000 | GBP | 12/7/2046 | Merrill Lynch | (Pay) | 4.36 | % | 6 month GBP LIBOR | (1,541,784 | ) | ||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 11,421,002 | $ | (11,338,113 | ) |
Total Return Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
140,000,000 | USD | 9/12/2008 | Barclays Bank PLC | 2.35 | % | Return on Treasury Principal STRIP | $ | 835,058 | |||||||||||||||||||
350,000,000 | USD | 10/7/2008 | JP Morgan Chase Bank | 2.26 | % | Return on Treasury Principal STRIP | (427,868 | ) | |||||||||||||||||||
280,000,000 | USD | 10/21/2008 | JP Morgan Chase Bank | 2.47 | % | Return on Treasury Principal STRIP | 3,443,608 | ||||||||||||||||||||
210,000,000 | USD | 10/29/2008 | JP Morgan Chase Bank | 2.40 | % | Return on Treasury Coupon STRIP | 3,122,646 | ||||||||||||||||||||
100,000,000 | USD | 11/3/2008 | JP Morgan Chase Bank | 2.50 | % | Return on Treasury Coupon STRIP | 1,185,553 | ||||||||||||||||||||
35,000,000 | USD | 11/14/2008 | Barclays Bank PLC | 2.35 | % | Return on Treasury Coupon STRIP | 252,273 | ||||||||||||||||||||
70,000,000 | USD | 12/22/2008 | JP Morgan Chase Bank | 2.80 | % | Return on Treasury Coupon STRIP | 1,979,601 | ||||||||||||||||||||
45,000,000 | GBP | 2/9/2009 | Merrill Lynch | 5.50 | % | Return on United Kindom Treasury 2046 Bonds | 67,081 | ||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 10,457,952 |
See accompanying notes to the financial statements.
23
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
BBSW - Bank Bill Swap Reference Rate
CDO - Collateralized Debt Obligation
CDOR - Canadian Dollar Offering Rate
CMBS - Collateralized Mortgage Backed Security
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FSA - Insured as to the payment of principal and interest by Financial Security Assurance.
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
RMBS - Residential Mortgage Backed Security
STIBOR - Stockholm Interbank Offered Rate
TBD - To Be Determined
Variable rate - The rates shown on variable rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security.
XL - Insured as to the payment of principal and interest by XL Capital Assurance.
(a) Rate shown represents yield-to-maturity.
(b) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
SEK - Swedish Krona
USD - United States Dollar
See accompanying notes to the financial statements.
24
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $1,523,769,167) (Note 2) | $ | 1,369,112,620 | |||||
Foreign currency, at value (cost $1,109,682) (Note 2) | 1,028,569 | ||||||
Interest receivable | 2,814,506 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 378 | ||||||
Interest receivable for open swap contracts | 6,260,354 | ||||||
Receivable for open swap contracts (Note 2) | 63,512,052 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 29,047 | ||||||
Total assets | 1,442,757,526 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 28,342,386 | ||||||
Written options outstanding, at value (premiums $34,431,823) (Note 2) | 28,154,144 | ||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,909 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 378 | ||||||
Payable for open swap contracts (Note 2) | 44,745,951 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 3,163,658 | ||||||
Accrued expenses | 128,998 | ||||||
Total liabilities | 104,538,424 | ||||||
Net assets | $ | 1,338,219,102 | |||||
Shares outstanding: | 50,609,985 | ||||||
Net asset value per share: | $ | 26.44 |
See accompanying notes to the financial statements.
25
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Interest | $ | 22,164,044 | |||||
Dividends | 511,873 | ||||||
Total investment income | 22,675,917 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 101,568 | ||||||
Audit and tax fees | 49,496 | ||||||
Legal fees | 20,608 | ||||||
Trustees fees and related expenses (Note 3) | 7,551 | ||||||
Miscellaneous | 8,648 | ||||||
Total expenses | 187,871 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (172,040 | ) | |||||
Net expenses | 15,831 | ||||||
Net investment income (loss) | 22,660,086 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 8,969,576 | ||||||
Closed futures contracts | 8,916,145 | ||||||
Closed swap contracts | 13,573,808 | ||||||
Written options | (1,587,781 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (10,833 | ) | |||||
Net realized gain (loss) | 29,860,915 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (51,650,194 | ) | |||||
Open futures contracts | 498,423 | ||||||
Open swap contracts | 34,656,056 | ||||||
Written options | 6,670,758 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 97,324 | ||||||
Net unrealized gain (loss) | (9,727,633 | ) | |||||
Net realized and unrealized gain (loss) | 20,133,282 | ||||||
Net increase (decrease) in net assets resulting from operations | $ | 42,793,368 |
See accompanying notes to the financial statements.
26
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 22,660,086 | $ | 84,404,733 | |||||||
Net realized gain (loss) | 29,860,915 | 398,466 | |||||||||
Change in net unrealized appreciation (depreciation) | (9,727,633 | ) | (110,689,866 | ) | |||||||
Net increase (decrease) in net assets from operations | 42,793,368 | (25,886,667 | ) | ||||||||
Net share transactions (Note 7): | (182,750,000 | ) | (246,005,000 | ) | |||||||
Total increase (decrease) in net assets | (139,956,632 | ) | (271,891,667 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 1,478,175,734 | 1,750,067,401 | |||||||||
End of period | $ | 1,338,219,102 | $ | 1,478,175,734 |
See accompanying notes to the financial statements.
27
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Financial Highlights
(For a share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005(a) | |||||||||||||||||||
Net asset value, beginning of period | $ | 25.68 | $ | 25.99 | $ | 25.23 | $ | 25.17 | $ | 25.00 | |||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||
Net investment income (loss)† | 0.43 | 1.41 | 1.36 | 0.96 | 0.15 | ||||||||||||||||||
Net realized and unrealized gain (loss) | 0.33 | (1.72 | ) | (0.60 | ) | (0.90 | ) | 0.02 | |||||||||||||||
Total from investment operations | 0.76 | (0.31 | ) | 0.76 | 0.06 | 0.17 | |||||||||||||||||
Net asset value, end of period | $ | 26.44 | $ | 25.68 | $ | 25.99 | $ | 25.23 | $ | 25.17 | |||||||||||||
Total Return(b) | 2.96 | %** | (1.19 | )% | 3.01 | % | 0.24 | % | 0.68 | %** | |||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||
Net assets, end of period (000's) | $ | 1,338,219 | $ | 1,478,176 | $ | 1,750,067 | $ | 1,012,277 | $ | 582,279 | |||||||||||||
Net operating expenses to average daily net assets | 0.00 | %(c)* | 0.00 | %(c) | 0.00 | %(c) | 0.00 | %(c) | 0.01 | %* | |||||||||||||
Interest expense to average daily net assets | — | 0.07 | % | 0.00 | %(c) | — | — | ||||||||||||||||
Total net expenses to average daily net assets | 0.00 | %(c)* | 0.07 | % | 0.00 | %(c) | 0.00 | %(c) | 0.01 | %* | |||||||||||||
Net investment income to average daily net assets | 3.20 | %* | 5.38 | % | 5.36 | % | 3.84 | % | 2.21 | %* | |||||||||||||
Portfolio turnover rate | 13 | %** | 41 | % | 93 | % | 31 | % | 8 | %** | |||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.02 | % | 0.03 | % | 0.03 | % | 0.06 | %* |
(a) Period from November 22, 2004 (commencement of operations) through February 28, 2005.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown.
(c) Ratio is less than 0.01%.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
28
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO World Opportunity Overlay Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the JPMorgan U.S. 3 Month Cash Index. The Fund's investment program has two principal components. One component of the Fund's investment program involves the use of derivatives, primarily interest rate swap contracts and/or futures contracts, to seek to exploit misvaluations in world interest rates and to add value relative to the JPMorgan U.S. 3 Month Cash Index. The other component of the Fund's investment program involves making direct investments primarily in high quality U.S. and foreign adjustable rate fixed income securities with low volatility (although market changes may indirectly result in volatility). The Fund may also, from time to time, make tactical allocations to seek to add value to the Fund.
Shares of the Fund are not publicly offered and are principally available only to other funds of the Trust and certain accredited investors.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value
29
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund values debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 38.57% of net assets.
The Fund directly invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
30
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 2,983,181 | $ | 1,259,566 | |||||||
Level 2 - Other Significant Observable Inputs | 1,129,812,701 | 63,512,430 | |||||||||
Level 3 - Significant Unobservable Inputs | 236,316,738 | — | |||||||||
Total | $ | 1,369,112,620 | $ | 64,771,996 |
* Other financial instruments include foreign currency, forward currency contracts, futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (168,710 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (72,900,473 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (73,069,183 | ) |
** Other financial instruments include forward currency contracts, futures contracts, swap agreements and written options.
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 299,356,447 | $ | — | |||||||
Accrued discounts/premiums | (23 | ) | — | ||||||||
Realized gain (loss) | 3,681 | — | |||||||||
Change in unrealized appreciation/depreciation | (29,969,296 | ) | — | ||||||||
Net purchases (sales) | (33,074,071 | ) | — | ||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 236,316,738 | $ | — |
31
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying
32
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
For the period ended August 31, 2008, the Fund's investment activity in written option contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | (120,000,000 | ) | $ | (525,305 | ) | $ | (540,000,000 | ) | $ | (2,385,597 | ) | |||||||
Options written | (18,538,000,000 | ) | (25,614,245 | ) | (4,168,000,000 | ) | (17,573,784 | ) | |||||||||||
Options exercised | 13,690,000,000 | 2,743,753 | 223,000,000 | 2,158,336 | |||||||||||||||
Options expired | 323,000,000 | 2,602,705 | 220,000,000 | 997,532 | |||||||||||||||
Options sold | 870,000,000 | 3,164,782 | — | — | |||||||||||||||
Outstanding, end of period | $ | (3,775,000,000 | ) | $ | (17,628,310 | ) | $ | (4,265,000,000 | ) | $ | (16,803,513 | ) |
33
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that has sold the participation in the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. The Fund had no loan agreements outstanding at the end of the period.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g.,
34
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for
35
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outstanding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes
The Fund elected to be taxed as a partnership for federal income tax purposes. As a partnership, the Fund will not be subject to federal and state income tax. Instead, each shareholder is responsible for the tax liability or benefit related to his/her allocable share of taxable income or loss. Accordingly, no provision (benefit) for federal and state income taxes is reflected in the accompanying financial statements.
36
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 1,523,769,167 | $ | 11,632,660 | $ | (166,289,207 | ) | $ | (154,656,547 | ) |
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Distributions
The Fund does not intend to make any distributions to its shareholders but may do so in the sole discretion of the Trustees.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
37
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncements
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
In September 2008, the FASB issued Statement of Financial Accounting Standards No. 133-1("SFAS 133-1"), Accounting for Derivative Instruments and Hedging Activities, and Interpretation of Financial Accounting Standards No. 45-4, Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others—an interpretation of FASB Statements No. 5, 57, and 107 rescission of FASB Interpretation No. 34 ("IFAS 45-1"). SFAS 133-1 and IFAS 45-4 are effective for interim periods ending after November 15, 2008. SFAS 133-1 and IFAS 45-4 require enhanced disclosures surrounding the Fund's selling of credit derivatives. The Manager is currently evaluating the impact the adoption of SFAS 133-1 and IFAS 45-4 will have on the Fund's financial statemen t disclosures.
3. Fees and other transactions with affiliates
GMO does not charge the Fund any management or service fees for its services. In addition, the Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $6,907 and $3,956, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales, excluding short-term securities, for the period ended August 31, 2008 aggregated $181,089,184 and $234,956,809, respectively.
38
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 70.60% of the outstanding shares of the Fund were held by two shareholders, each holding more 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Each of the shareholders are other funds of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and all of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||
Shares sold | 1,203,935 | $ | 31,400,000 | 53,723,671 | $ | 1,403,880,000 | |||||||||||||
Shares repurchased | (8,151,103 | ) | (214,150,000 | ) | (63,507,548 | ) | (1,649,885,000 | ) | |||||||||||
Net increase (decrease) | (6,947,168 | ) | $ | (182,750,000 | ) | (9,783,877 | ) | $ | (246,005,000 | ) |
8. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 1.00% of the amount redeemed. Effective October 20, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the private placement memorandum, which can be obtained by calling 1-617-346-7646 (collect).
39
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement. The Trustees also considered so-called "fallout benefits" to the Manager, such as the possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a
40
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees did not consider possible economies of scale to the Manager because the Manager does not receive an advisory fee from the Fund.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
41
GMO World Opportunity Overlay Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
1) Actual | 0.00 | %** | $ | 1,000.00 | $ | 1,029.60 | $ | 0.01 | |||||||||||
2) Hypothetical | 0.00 | %** | $ | 1,000.00 | $ | 1,025.20 | $ | 0.01 |
* Expenses are calculated using the annualized expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
** Annualized net expense ratios are less than 0.01%.
42
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 97.8 | % | |||||
Short-Term Investments | 2.0 | ||||||
Other | 0.2 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 24.8 | % | |||||
Energy | 19.7 | ||||||
Consumer Staples | 18.3 | ||||||
Information Technology | 14.8 | ||||||
Financials | 6.8 | ||||||
Consumer Discretionary | 6.2 | ||||||
Industrials | 5.9 | ||||||
Materials | 2.4 | ||||||
Telecommunication Services | 1.0 | ||||||
Utilities | 0.1 | ||||||
100.0 | % |
1
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 97.8% | |||||||||||||||
Consumer Discretionary — 6.1% | |||||||||||||||
1,600 | Abercrombie & Fitch Co.-Class A | 83,920 | |||||||||||||
2,000 | Amazon.com, Inc. * | 161,620 | |||||||||||||
1,950 | American Eagle Outfitters, Inc. | 29,347 | |||||||||||||
2,200 | Apollo Group, Inc.-Class A * | 140,096 | |||||||||||||
2,800 | AutoNation, Inc. * | 31,780 | |||||||||||||
800 | AutoZone, Inc. * | 109,784 | |||||||||||||
4,300 | Bed Bath & Beyond, Inc. * | 131,838 | |||||||||||||
2,200 | Best Buy Co., Inc. | 98,494 | |||||||||||||
600 | BorgWarner, Inc. | 24,810 | |||||||||||||
3,800 | Coach, Inc. * | 110,162 | |||||||||||||
600 | DirecTV Group (The), Inc. * | 16,926 | |||||||||||||
900 | Discovery Holding Co.-Class A * | 18,207 | |||||||||||||
1,100 | Family Dollar Stores, Inc. | 27,412 | |||||||||||||
1,500 | GameStop Corp.-Class A * | 65,805 | |||||||||||||
5,200 | Gannett Co., Inc. | 92,508 | |||||||||||||
3,800 | Gap (The), Inc. | 73,910 | |||||||||||||
3,000 | General Motors Corp. | 30,000 | |||||||||||||
5,700 | Harley-Davidson, Inc. | 226,746 | |||||||||||||
58,500 | Home Depot, Inc. | 1,586,520 | |||||||||||||
600 | ITT Educational Services, Inc. * | 53,346 | |||||||||||||
1,200 | Johnson Controls, Inc. | 37,104 | |||||||||||||
3,600 | Kohl's Corp. * | 177,012 | |||||||||||||
1,400 | Liz Claiborne, Inc. | 22,694 | |||||||||||||
26,900 | Lowe's Cos., Inc. | 662,816 | |||||||||||||
2,800 | McDonald's Corp. | 173,740 | |||||||||||||
300 | Mohawk Industries, Inc. * | 20,715 | |||||||||||||
800 | Nike, Inc.-Class B | 48,488 | |||||||||||||
18,000 | Office Depot, Inc. * | 126,720 | |||||||||||||
9,200 | Staples, Inc. | 222,640 | |||||||||||||
6,800 | Target Corp. | 360,536 | |||||||||||||
2,900 | TJX Cos. (The), Inc. | 105,096 | |||||||||||||
600 | Urban Outfitters, Inc. * | 21,372 | |||||||||||||
Total Consumer Discretionary | 5,092,164 |
See accompanying notes to the financial statements.
2
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Staples — 17.9% | |||||||||||||||
33,100 | Altria Group, Inc. | 696,093 | |||||||||||||
4,900 | Archer-Daniels-Midland Co. | 124,754 | |||||||||||||
2,500 | Avon Products, Inc. | 107,075 | |||||||||||||
50,800 | Coca-Cola Co. (The) | 2,645,156 | |||||||||||||
1,700 | Coca-Cola Enterprises, Inc. | 29,019 | |||||||||||||
8,600 | Colgate-Palmolive Co. | 653,858 | |||||||||||||
3,400 | Costco Wholesale Corp. | 228,004 | |||||||||||||
1,400 | CVS Caremark Corp. | 51,240 | |||||||||||||
1,000 | Energizer Holdings, Inc. * | 84,940 | |||||||||||||
1,700 | Estee Lauder Cos. (The), Inc.-Class A | 84,609 | |||||||||||||
1,100 | General Mills, Inc. | 72,798 | |||||||||||||
500 | HJ Heinz Co. | 25,160 | |||||||||||||
900 | Kellogg Co. | 48,996 | |||||||||||||
5,100 | Kimberly-Clark Corp. | 314,568 | |||||||||||||
3,437 | Kraft Foods, Inc. | 108,300 | |||||||||||||
37,200 | PepsiCo, Inc. | 2,547,456 | |||||||||||||
14,200 | Philip Morris International, Inc. | 762,540 | |||||||||||||
31,000 | Procter & Gamble Co. (The) | 2,162,870 | |||||||||||||
1,257 | Supervalu, Inc. | 29,150 | |||||||||||||
1,900 | UST, Inc. | 101,821 | |||||||||||||
20,900 | Walgreen Co. | 761,387 | |||||||||||||
55,600 | Wal-Mart Stores, Inc. | 3,284,292 | |||||||||||||
1,300 | WM Wrigley Jr. Co. | 103,324 | |||||||||||||
Total Consumer Staples | 15,027,410 | ||||||||||||||
Energy — 19.3% | |||||||||||||||
5,300 | Anadarko Petroleum Corp. | 327,169 | |||||||||||||
6,000 | Apache Corp. | 686,280 | |||||||||||||
300 | Arch Coal, Inc. | 16,272 | |||||||||||||
800 | Baker Hughes, Inc. | 64,008 | |||||||||||||
1,800 | BJ Services Co. | 48,330 | |||||||||||||
1,300 | Cameron International Corp. * | 60,567 | |||||||||||||
4,800 | Chesapeake Energy Corp. | 232,320 | |||||||||||||
39,500 | Chevron Corp. | 3,409,640 |
See accompanying notes to the financial statements.
3
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
300 | Cimarex Energy Co. | 16,662 | |||||||||||||
19,474 | ConocoPhillips | 1,606,800 | |||||||||||||
2,300 | Denbury Resources, Inc. * | 57,247 | |||||||||||||
6,600 | Devon Energy Corp. | 673,530 | |||||||||||||
800 | Diamond Offshore Drilling, Inc. | 87,928 | |||||||||||||
2,400 | EOG Resources, Inc. | 250,608 | |||||||||||||
58,600 | Exxon Mobil Corp. | 4,688,586 | |||||||||||||
1,500 | FMC Technologies, Inc. * | 80,340 | |||||||||||||
2,900 | Halliburton Co. | 127,426 | |||||||||||||
3,300 | Hess Corp. | 345,543 | |||||||||||||
2,300 | Murphy Oil Corp. | 180,619 | |||||||||||||
2,000 | Nabors Industries Ltd. * | 71,260 | |||||||||||||
400 | Newfield Exploration Co. * | 18,088 | |||||||||||||
1,200 | Noble Corp. | 60,348 | |||||||||||||
900 | Noble Energy, Inc. | 64,557 | |||||||||||||
18,800 | Occidental Petroleum Corp. | 1,491,968 | |||||||||||||
700 | Patterson-UTI Energy, Inc. | 19,894 | |||||||||||||
400 | Peabody Energy Corp. | 25,180 | |||||||||||||
300 | Plains Exploration & Production Co. * | 16,170 | |||||||||||||
1,200 | Quicksilver Resources, Inc. * | 29,028 | |||||||||||||
600 | Range Resources Corp. | 27,852 | |||||||||||||
3,400 | Schlumberger Ltd. | 320,348 | |||||||||||||
1,000 | Smith International, Inc. | 69,700 | |||||||||||||
3,000 | Southwestern Energy Co. * | 115,110 | |||||||||||||
800 | Sunoco, Inc. | 35,504 | |||||||||||||
2,589 | Transocean, Inc. * | 329,321 | |||||||||||||
7,000 | Valero Energy Corp. | 243,320 | |||||||||||||
4,600 | Weatherford International Ltd. * | 177,468 | |||||||||||||
200 | Whiting Petroleum Corp. * | 19,248 | |||||||||||||
2,000 | XTO Energy, Inc. | 100,820 | |||||||||||||
Total Energy | 16,195,059 |
See accompanying notes to the financial statements.
4
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — 6.7% | |||||||||||||||
3,400 | ACE Ltd. | 178,874 | |||||||||||||
5,900 | Aflac, Inc. | 334,530 | |||||||||||||
13,500 | Allstate Corp. (The) | 609,255 | |||||||||||||
20,000 | American International Group, Inc. | 429,800 | |||||||||||||
1,000 | AON Corp. | 47,490 | |||||||||||||
900 | Assurant, Inc. | 52,587 | |||||||||||||
21,408 | Bank of America Corp. | 666,645 | |||||||||||||
4,900 | BB&T Corp. | 147,000 | |||||||||||||
800 | BlackRock, Inc. | 173,800 | |||||||||||||
1,900 | Charles Schwab Corp. (The) | 45,581 | |||||||||||||
10,100 | Chubb Corp. | 484,901 | |||||||||||||
45,500 | Citigroup, Inc. | 864,045 | |||||||||||||
1,100 | Comerica, Inc. | 30,899 | |||||||||||||
14,700 | Freddie Mac | 66,297 | |||||||||||||
100 | Goldman Sachs Group, Inc. | 16,397 | |||||||||||||
2,200 | Hartford Financial Services Group (The), Inc. | 138,776 | |||||||||||||
6,200 | Hudson City Bancorp, Inc. | 114,328 | |||||||||||||
2,200 | Leucadia National Corp. | 101,838 | |||||||||||||
400 | Morgan Stanley | 16,332 | |||||||||||||
6,400 | Progressive Corp. (The) | 118,208 | |||||||||||||
400 | Safeco Corp. | 27,040 | |||||||||||||
1,200 | SEI Investment Co. | 28,344 | |||||||||||||
1,100 | State Street Corp. | 74,437 | |||||||||||||
300 | T. Rowe Price Group, Inc. | 17,808 | |||||||||||||
900 | Torchmark Corp. | 53,766 | |||||||||||||
10,900 | Travelers Cos. (The), Inc. | 481,344 | |||||||||||||
400 | UnionBanCal Corp. | 29,472 | |||||||||||||
900 | Unum Group | 22,869 | |||||||||||||
6,400 | US Bancorp | 203,904 | |||||||||||||
1,850 | W.R. Berkley Corp. | 43,586 | |||||||||||||
800 | Wachovia Corp. | 12,712 | |||||||||||||
Total Financials | 5,632,865 |
See accompanying notes to the financial statements.
5
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — 24.2% | |||||||||||||||
9,600 | Abbott Laboratories | 551,328 | |||||||||||||
700 | Aetna, Inc. | 30,198 | |||||||||||||
3,800 | AmerisourceBergen Corp. | 155,838 | |||||||||||||
7,200 | Amgen, Inc. * | 452,520 | |||||||||||||
400 | Bard (C.R.), Inc. | 37,380 | |||||||||||||
600 | Becton, Dickinson & Co. | 52,428 | |||||||||||||
4,300 | Biogen Idec, Inc. * | 218,999 | |||||||||||||
5,000 | Cardinal Health, Inc. | 274,900 | |||||||||||||
600 | Covance, Inc. * | 56,604 | |||||||||||||
7,200 | Coventry Health Care, Inc. * | 252,144 | |||||||||||||
700 | DENTSPLY International, Inc. | 27,433 | |||||||||||||
16,300 | Eli Lilly & Co. | 760,395 | |||||||||||||
9,000 | Express Scripts, Inc. * | 660,690 | |||||||||||||
9,200 | Forest Laboratories, Inc. * | 328,348 | |||||||||||||
1,200 | Genentech, Inc. * | 118,500 | |||||||||||||
700 | Genzyme Corp. * | 54,810 | |||||||||||||
12,400 | Gilead Sciences, Inc. * | 653,232 | |||||||||||||
200 | Illumina, Inc. * | 17,226 | |||||||||||||
400 | Intuitive Surgical, Inc. * | 118,108 | |||||||||||||
1,000 | Invitrogen Corp. * | 42,460 | |||||||||||||
56,700 | Johnson & Johnson | 3,993,381 | |||||||||||||
1,500 | King Pharmaceuticals, Inc. * | 17,160 | |||||||||||||
10,400 | McKesson Corp. | 600,912 | |||||||||||||
3,726 | Medco Health Solutions, Inc. * | 174,563 | |||||||||||||
9,400 | Medtronic, Inc. | 513,240 | |||||||||||||
31,900 | Merck & Co., Inc. | 1,137,873 | |||||||||||||
1,000 | Patterson Cos., Inc. * | 32,540 | |||||||||||||
11,000 | PDL BioPharma, Inc. | 132,770 | |||||||||||||
173,630 | Pfizer, Inc. | 3,318,069 | |||||||||||||
700 | Quest Diagnostics, Inc. | 37,835 | |||||||||||||
5,600 | Stryker Corp. | 376,264 | |||||||||||||
87,621 | UnitedHealth Group, Inc. | 2,668,059 | |||||||||||||
900 | Varian Medical Systems, Inc. * | 56,844 | |||||||||||||
400 | Waters Corp. * | 27,300 |
See accompanying notes to the financial statements.
6
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
15,500 | WellPoint, Inc. * | 818,245 | |||||||||||||
11,300 | Wyeth | 489,064 | |||||||||||||
14,500 | Zimmer Holdings, Inc. * | 1,049,655 | |||||||||||||
Total Health Care | 20,307,315 | ||||||||||||||
Industrials — 5.8% | |||||||||||||||
7,100 | 3M Co. | 508,360 | |||||||||||||
1,200 | Burlington Northern Santa Fe Corp. | 128,880 | |||||||||||||
400 | Caterpillar, Inc. | 28,292 | |||||||||||||
3,300 | CH Robinson Worldwide, Inc. | 171,963 | |||||||||||||
800 | Copart, Inc. * | 35,208 | |||||||||||||
2,500 | CSX Corp. | 161,700 | |||||||||||||
4,900 | Danaher Corp. | 399,693 | |||||||||||||
5,700 | Deere & Co. | 402,249 | |||||||||||||
2,400 | Emerson Electric Co. | 112,320 | |||||||||||||
600 | Flowserve Corp. | 79,272 | |||||||||||||
2,000 | Fluor Corp. | 160,260 | |||||||||||||
7,900 | General Dynamics Corp. | 729,170 | |||||||||||||
600 | Goodrich Corp. | 30,750 | |||||||||||||
500 | Honeywell International, Inc. | 25,085 | |||||||||||||
1,300 | Jacobs Engineering Group, Inc. * | 95,966 | |||||||||||||
324 | John Bean Technologies Corp. * | 4,212 | |||||||||||||
300 | Joy Global, Inc. | 21,312 | |||||||||||||
2,700 | L-3 Communications Holdings, Inc. | 280,638 | |||||||||||||
200 | Lockheed Martin Corp. | 23,288 | |||||||||||||
400 | Manpower, Inc. | 19,224 | |||||||||||||
1,300 | Masco Corp. | 24,778 | |||||||||||||
600 | Norfolk Southern Corp. | 44,118 | |||||||||||||
200 | Northrop Grumman Corp. | 13,770 | |||||||||||||
2,025 | Paccar, Inc. | 87,197 | |||||||||||||
1,900 | Parker-Hannifin Corp. | 121,733 | |||||||||||||
1,100 | Raytheon Co. | 65,989 | |||||||||||||
600 | Rockwell Collins, Inc. | 31,554 | |||||||||||||
300 | Ryder Systems, Inc. | 19,356 |
See accompanying notes to the financial statements.
7
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
300 | SPX Corp. | 35,775 | |||||||||||||
200 | Stericycle, Inc. * | 11,860 | |||||||||||||
2,000 | Textron, Inc. | 82,200 | |||||||||||||
3,300 | Tyco International Ltd. | 141,504 | |||||||||||||
600 | Union Pacific Corp. | 50,340 | |||||||||||||
3,300 | United Parcel Service, Inc.-Class B | 211,596 | |||||||||||||
7,800 | United Technologies Corp. | 511,602 | |||||||||||||
Total Industrials | 4,871,214 | ||||||||||||||
Information Technology — 14.5% | |||||||||||||||
5,900 | Apple, Inc. * | 1,000,227 | |||||||||||||
500 | BMC Software, Inc. * | 16,280 | |||||||||||||
55,400 | Cisco Systems, Inc. * | 1,332,370 | |||||||||||||
2,300 | Citrix Systems, Inc. * | 69,621 | |||||||||||||
13,100 | Dell, Inc. * | 284,663 | |||||||||||||
25,061 | eBay, Inc. * | 624,771 | |||||||||||||
4,400 | EMC Corp. * | 67,232 | |||||||||||||
4,100 | Fiserv, Inc. * | 212,626 | |||||||||||||
900 | FLIR Systems, Inc. * | 32,130 | |||||||||||||
2,110 | Google, Inc.-Class A * | 977,542 | |||||||||||||
2,900 | Hewlett-Packard Co. | 136,068 | |||||||||||||
13,900 | Intel Corp. | 317,893 | |||||||||||||
4,600 | International Business Machines Corp. | 559,958 | |||||||||||||
2,800 | Juniper Networks, Inc. * | 71,960 | |||||||||||||
500 | Lexmark International, Inc. * | 17,985 | |||||||||||||
800 | MasterCard, Inc.-Class A | 194,040 | |||||||||||||
105,700 | Microsoft Corp. | 2,884,553 | |||||||||||||
65,800 | Oracle Corp. * | 1,442,994 | |||||||||||||
31,600 | Qualcomm, Inc. | 1,663,740 | |||||||||||||
200 | Salesforce.com, Inc. * | 11,204 | |||||||||||||
400 | Texas Instruments, Inc. | 9,804 | |||||||||||||
1,600 | Total System Services, Inc. | 31,872 | |||||||||||||
700 | VeriSign, Inc. * | 22,379 |
See accompanying notes to the financial statements.
8
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
3,700 | Western Digital Corp. * | 100,862 | |||||||||||||
3,500 | Western Union Co. (The) | 96,670 | |||||||||||||
Total Information Technology | 12,179,444 | ||||||||||||||
Materials — 2.3% | |||||||||||||||
700 | Air Products & Chemicals, Inc. | 64,295 | |||||||||||||
8,900 | Barrick Gold Corp. | 309,097 | |||||||||||||
500 | Dow Chemical Co. (The) | 17,065 | |||||||||||||
300 | FMC Corp. | 22,062 | |||||||||||||
8,200 | Monsanto Co. | 936,850 | |||||||||||||
800 | Mosaic Co. (The) | 85,392 | |||||||||||||
3,900 | Nucor Corp. | 204,750 | |||||||||||||
1,400 | Owens-IIlinois, Inc. * | 62,440 | |||||||||||||
2,200 | Praxair, Inc. | 197,648 | |||||||||||||
1,200 | Sigma-Aldrich Corp. | 68,112 | |||||||||||||
Total Materials | 1,967,711 | ||||||||||||||
Telecommunication Services — 0.9% | |||||||||||||||
10,563 | AT&T, Inc. | 337,910 | |||||||||||||
12,942 | Verizon Communications, Inc. | 454,523 | |||||||||||||
Total Telecommunication Services | 792,433 | ||||||||||||||
Utilities — 0.1% | |||||||||||||||
400 | Exelon Corp. | 30,384 | |||||||||||||
700 | FirstEnergy Corp. | 50,848 | |||||||||||||
Total Utilities | 81,232 | ||||||||||||||
TOTAL COMMON STOCKS (COST $82,728,705) | 82,146,847 |
See accompanying notes to the financial statements.
9
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
SHORT-TERM INVESTMENTS — 2.0% | |||||||||||||||
Money Market Funds — 2.0% | |||||||||||||||
1,708,116 | State Street Institutional Treasury Money Market Fund-Institutional Class | 1,708,116 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $1,708,116) | 1,708,116 | ||||||||||||||
TOTAL INVESTMENTS — 99.8% (Cost $84,436,821) | 83,854,963 | ||||||||||||||
Other Assets and Liabilities (net) — 0.2% | 159,204 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 84,014,167 |
Notes to Schedule of Investments:
* Non-income producing security.
See accompanying notes to the financial statements.
10
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $84,436,821) (Note 2) | $ | 83,854,963 | |||||
Dividends and interest receivable | 224,917 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 8,587 | ||||||
Total assets | 84,088,467 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 23,680 | ||||||
Shareholder service fee | 10,763 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 209 | ||||||
Accrued expenses | 39,648 | ||||||
Total liabilities | 74,300 | ||||||
Net assets | $ | 84,014,167 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 86,058,735 | |||||
Accumulated undistributed net investment income | 222,179 | ||||||
Accumulated net realized loss | (1,684,889 | ) | |||||
Net unrealized depreciation | (581,858 | ) | |||||
$ | 84,014,167 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 84,014,167 | |||||
Shares outstanding: | |||||||
Class III | 7,032,907 | ||||||
Net asset value per share: | |||||||
Class III | $ | 11.95 |
See accompanying notes to the financial statements.
11
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 873,520 | |||||
Interest | 1,202 | ||||||
Total investment income | 874,722 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 144,357 | ||||||
Shareholder service fee – Class III (Note 3) | 65,617 | ||||||
Custodian, fund accounting agent and transfer agent fees | 17,940 | ||||||
Audit and tax fees | 27,508 | ||||||
Legal fees | 1,012 | ||||||
Trustees fees and related expenses (Note 3) | 471 | ||||||
Registration fees | 644 | ||||||
Miscellaneous | 644 | ||||||
Total expenses | 258,193 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (47,564 | ) | |||||
Expense reductions (Note 2) | (30 | ) | |||||
Net expenses | 210,599 | ||||||
Net investment income (loss) | 664,123 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (1,475,934 | ) | |||||
Net realized gain (loss) | (1,475,934 | ) | |||||
Change in net unrealized appreciation (depreciation) on investments | (334,628 | ) | |||||
Net realized and unrealized gain (loss) | (1,810,562 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (1,146,439 | ) |
See accompanying notes to the financial statements.
12
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 664,123 | $ | 1,718,647 | |||||||
Net realized gain (loss) | (1,475,934 | ) | 6,085,509 | ||||||||
Change in net unrealized appreciation (depreciation) | (334,628 | ) | (13,115,568 | ) | |||||||
Net increase (decrease) in net assets from operations | (1,146,439 | ) | (5,311,412 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (655,234 | ) | (1,800,557 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (1,256,863 | ) | ||||||||
(655,234 | ) | (3,057,420 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (2,869,758 | ) | (19,670,155 | ) | |||||||
Total increase (decrease) in net assets | (4,671,431 | ) | (28,038,987 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 88,685,598 | 116,724,585 | |||||||||
End of period (including accumulated undistributed net investment income of $222,179 and $213,290, respectively) | $ | 84,014,167 | $ | 88,685,598 |
See accompanying notes to the financial statements.
13
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 12.21 | $ | 13.48 | $ | 12.83 | $ | 12.14 | $ | 11.58 | $ | 8.62 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.09 | 0.21 | 0.19 | 0.20 | 0.16 | 0.14 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.26 | ) | (1.08 | ) | 0.64 | 0.69 | 0.54 | 2.96 | |||||||||||||||||||
Total from investment operations | (0.17 | ) | (0.87 | ) | 0.83 | 0.89 | 0.70 | 3.10 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.09 | ) | (0.22 | ) | (0.18 | ) | (0.20 | ) | (0.14 | ) | (0.14 | ) | |||||||||||||||
From net realized gains | — | (0.18 | ) | — | — | — | — | ||||||||||||||||||||
Total distributions | (0.09 | ) | (0.40 | ) | (0.18 | ) | (0.20 | ) | (0.14 | ) | (0.14 | ) | |||||||||||||||
Net asset value, end of period | $ | 11.95 | $ | 12.21 | $ | 13.48 | $ | 12.83 | $ | 12.14 | $ | 11.58 | |||||||||||||||
Total Return(a) | (1.38 | )%** | (6.78 | )% | 6.53 | % | 7.46 | % | 6.12 | %(b) | 36.21 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 84,014 | $ | 88,686 | $ | 116,725 | $ | 121,339 | $ | 81,374 | $ | 62,027 | |||||||||||||||
Net expenses to average daily net assets | 0.48 | %(c)* | 0.48 | %(c) | 0.48 | % | 0.48 | % | 0.48 | % | 0.48 | % | |||||||||||||||
Net investment income to average daily net assets | 1.52 | %* | 1.55 | % | 1.46 | % | 1.65 | % | 1.39 | % | 1.34 | % | |||||||||||||||
Portfolio turnover rate | 33 | %** | 62 | % | 67 | % | 62 | % | 87 | % | 70 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.11 | %* | 0.12 | % | 0.11 | % | 0.08 | % | 0.08 | % | 0.13 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The effect of losses in the amount of $15,989 resulting from compliance violations and the Manager's reimbursement of such losses had no effect on total return.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
14
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Tax-Managed U.S. Equities Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high after-tax total return. The Fund seeks to achieve its objective by outperforming the Russell 3000 Index. The Fund typically makes equity investments in companies that issue stocks included in the Russell 3000 Index, and in companies with similar market capitalizations, and uses quantitative models integrated with tax management techniques to provide broad exposure to the U.S. equity market to investors subject to U.S. federal income tax.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
15
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 82,146,847 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 1,708,116 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 83,854,963 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures
16
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the
17
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid
18
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $206,290.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 84,513,287 | $ | 6,557,344 | $ | (7,215,668 | ) | $ | (658,324 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums
19
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.33% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities
20
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $471 and $184, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $27,838,037 and $30,595,310, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 80.28% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.05% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 1.92% of the Fund's shares were held by accounts for which the Manager has investment discretion.
21
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||
Shares sold | 3,670 | $ | 45,258 | 76,039 | $ | 1,022,306 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 48,406 | 578,601 | 196,167 | 2,702,024 | |||||||||||||||
Shares repurchased | (285,336 | ) | (3,493,617 | ) | (1,667,621 | ) | (23,394,485 | ) | |||||||||||
Net increase (decrease) | (233,260 | ) | $ | (2,869,758 | ) | (1,395,415 | ) | $ | (19,670,155 | ) |
22
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided
23
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing th e Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
24
GMO Tax-Managed U.S. Equities Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $5,000,000 account value divided by $1,000 = 5,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.48 | % | $ | 1,000.00 | $ | 986.20 | $ | 2.40 | |||||||||||
2) Hypothetical | 0.48 | % | $ | 1,000.00 | $ | 1,022.79 | $ | 2.45 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
25
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.1 | % | |||||
Short-Term Investments | 3.8 | ||||||
Futures | 0.0 | ||||||
Other | 0.1 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 24.6 | % | |||||
Energy | 20.0 | ||||||
Consumer Staples | 16.7 | ||||||
Information Technology | 16.3 | ||||||
Financials | 7.0 | ||||||
Consumer Discretionary | 6.1 | ||||||
Industrials | 6.0 | ||||||
Materials | 2.2 | ||||||
Telecommunication Services | 1.0 | ||||||
Utilities | 0.1 | ||||||
100.0 | % |
1
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.1% | |||||||||||||||
Consumer Discretionary — 5.9% | |||||||||||||||
600 | Abercrombie & Fitch Co.-Class A | 31,470 | |||||||||||||
600 | Amazon.com, Inc. * | 48,486 | |||||||||||||
350 | American Eagle Outfitters, Inc. | 5,267 | |||||||||||||
700 | Apollo Group, Inc.-Class A * | 44,576 | |||||||||||||
600 | AutoNation, Inc. * | 6,810 | |||||||||||||
290 | AutoZone, Inc. * | 39,797 | |||||||||||||
1,000 | Bed Bath & Beyond, Inc. * | 30,660 | |||||||||||||
700 | Best Buy Co., Inc. | 31,339 | |||||||||||||
300 | BorgWarner, Inc. | 12,405 | |||||||||||||
1,200 | Coach, Inc. * | 34,788 | |||||||||||||
600 | Discovery Holding Co.-Class A * | 12,138 | |||||||||||||
300 | Family Dollar Stores, Inc. | 7,476 | |||||||||||||
500 | GameStop Corp.-Class A * | 21,935 | |||||||||||||
1,400 | Gannett Co., Inc. | 24,906 | |||||||||||||
1,200 | Gap (The), Inc. | 23,340 | |||||||||||||
900 | General Motors Corp. | 9,000 | |||||||||||||
1,300 | Harley-Davidson, Inc. | 51,714 | |||||||||||||
18,700 | Home Depot, Inc. | 507,144 | |||||||||||||
200 | ITT Educational Services, Inc. * | 17,782 | |||||||||||||
400 | Johnson Controls, Inc. | 12,368 | |||||||||||||
1,100 | Kohl's Corp. * | 54,087 | |||||||||||||
500 | Liz Claiborne, Inc. | 8,105 | |||||||||||||
8,400 | Lowe's Cos., Inc. | 206,976 | |||||||||||||
1,200 | McDonald's Corp. | 74,460 | |||||||||||||
100 | Mohawk Industries, Inc. * | 6,905 | |||||||||||||
200 | Nike, Inc.-Class B | 12,122 | |||||||||||||
2,900 | Office Depot, Inc. * | 20,416 | |||||||||||||
2,700 | Staples, Inc. | 65,340 | |||||||||||||
2,000 | Target Corp. | 106,040 | |||||||||||||
900 | TJX Cos. (The), Inc. | 32,616 | |||||||||||||
400 | Urban Outfitters, Inc. * | 14,248 | |||||||||||||
Total Consumer Discretionary | 1,574,716 |
See accompanying notes to the financial statements.
2
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Staples — 16.0% | |||||||||||||||
1,500 | Archer-Daniels-Midland Co. | 38,190 | |||||||||||||
700 | Avon Products, Inc. | 29,981 | |||||||||||||
16,200 | Coca-Cola Co. (The) | 843,534 | |||||||||||||
600 | Coca-Cola Enterprises, Inc. | 10,242 | |||||||||||||
2,800 | Colgate-Palmolive Co. | 212,884 | |||||||||||||
1,013 | Costco Wholesale Corp. | 67,932 | |||||||||||||
500 | CVS Caremark Corp. | 18,300 | |||||||||||||
300 | Energizer Holdings, Inc. * | 25,482 | |||||||||||||
400 | Estee Lauder Cos. (The), Inc.-Class A | 19,908 | |||||||||||||
600 | General Mills, Inc. | 39,708 | |||||||||||||
200 | HJ Heinz Co. | 10,064 | |||||||||||||
300 | Kellogg Co. | 16,332 | |||||||||||||
1,600 | Kimberly-Clark Corp. | 98,688 | |||||||||||||
1,300 | Kraft Foods, Inc. | 40,963 | |||||||||||||
11,700 | PepsiCo, Inc. | 801,216 | |||||||||||||
9,948 | Procter & Gamble Co. (The) | 694,072 | |||||||||||||
365 | Supervalu, Inc. | 8,464 | |||||||||||||
100 | Tyson Foods, Inc.-Class A | 1,452 | |||||||||||||
6,300 | Walgreen Co. | 229,509 | |||||||||||||
17,200 | Wal-Mart Stores, Inc. | 1,016,004 | |||||||||||||
500 | WM Wrigley Jr. Co. | 39,740 | |||||||||||||
Total Consumer Staples | 4,262,665 | ||||||||||||||
Energy — 19.2% | |||||||||||||||
1,700 | Anadarko Petroleum Corp. | 104,941 | |||||||||||||
1,840 | Apache Corp. | 210,459 | |||||||||||||
200 | Baker Hughes, Inc. | 16,002 | |||||||||||||
600 | BJ Services Co. | 16,110 | |||||||||||||
500 | Cameron International Corp. * | 23,295 | |||||||||||||
1,500 | Chesapeake Energy Corp. | 72,600 | |||||||||||||
12,600 | Chevron Corp. | 1,087,632 | |||||||||||||
200 | Cimarex Energy Co. | 11,108 | |||||||||||||
6,151 | ConocoPhillips | 507,519 | |||||||||||||
500 | Denbury Resources, Inc. * | 12,445 |
See accompanying notes to the financial statements.
3
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
1,900 | Devon Energy Corp. | 193,895 | |||||||||||||
200 | Diamond Offshore Drilling, Inc. | 21,982 | |||||||||||||
730 | EOG Resources, Inc. | 76,227 | |||||||||||||
19,300 | Exxon Mobil Corp. | 1,544,193 | |||||||||||||
400 | FMC Technologies, Inc. * | 21,424 | |||||||||||||
700 | Halliburton Co. | 30,758 | |||||||||||||
1,030 | Hess Corp. | 107,851 | |||||||||||||
698 | Murphy Oil Corp. | 54,814 | |||||||||||||
700 | Nabors Industries Ltd. * | 24,941 | |||||||||||||
300 | Noble Corp. | 15,087 | |||||||||||||
400 | Noble Energy, Inc. | 28,692 | |||||||||||||
5,800 | Occidental Petroleum Corp. | 460,288 | |||||||||||||
400 | Patterson-UTI Energy, Inc. | 11,368 | |||||||||||||
300 | Quicksilver Resources, Inc. * | 7,257 | |||||||||||||
200 | Range Resources Corp. | 9,284 | |||||||||||||
1,020 | Schlumberger Ltd. | 96,104 | |||||||||||||
300 | Smith International, Inc. | 20,910 | |||||||||||||
900 | Southwestern Energy Co. * | 34,533 | |||||||||||||
400 | Sunoco, Inc. | 17,752 | |||||||||||||
829 | Transocean, Inc. * | 105,449 | |||||||||||||
2,100 | Valero Energy Corp. | 72,996 | |||||||||||||
1,300 | Weatherford International Ltd. * | 50,154 | |||||||||||||
700 | XTO Energy, Inc. | 35,287 | |||||||||||||
Total Energy | 5,103,357 | ||||||||||||||
Financials — 6.8% | |||||||||||||||
100 | ACE, Ltd. | 5,261 | |||||||||||||
1,900 | Aflac, Inc. | 107,730 | |||||||||||||
4,000 | Allstate Corp. (The) | 180,520 | |||||||||||||
6,200 | American International Group, Inc. | 133,238 | |||||||||||||
400 | AON Corp. | 18,996 | |||||||||||||
200 | Assurant, Inc. | 11,686 | |||||||||||||
8,588 | Bank of America Corp. | 267,430 | |||||||||||||
1,400 | BB&T Corp. | 42,000 |
See accompanying notes to the financial statements.
4
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
260 | BlackRock, Inc. | 56,485 | |||||||||||||
600 | Charles Schwab Corp. (The) | 14,394 | |||||||||||||
3,200 | Chubb Corp. | 153,632 | |||||||||||||
13,900 | Citigroup, Inc. | 263,961 | |||||||||||||
700 | Comerica, Inc. | 19,663 | |||||||||||||
100 | First American Corp. | 2,527 | |||||||||||||
1,100 | Freddie Mac | 4,961 | |||||||||||||
700 | Hartford Financial Services Group (The), Inc. | 44,156 | |||||||||||||
2,200 | Hudson City Bancorp, Inc. | 40,568 | |||||||||||||
600 | Leucadia National Corp. | 27,774 | |||||||||||||
100 | Markel Corp. * | 37,000 | |||||||||||||
2,200 | Progressive Corp. (The) | 40,634 | |||||||||||||
200 | Safeco Corp. | 13,520 | |||||||||||||
400 | SEI Investment Co. | 9,448 | |||||||||||||
400 | State Street Corp. | 27,068 | |||||||||||||
300 | Torchmark Corp. | 17,922 | |||||||||||||
3,500 | Travelers Cos. (The), Inc. | 154,560 | |||||||||||||
200 | UnionBanCal Corp. | 14,736 | |||||||||||||
435 | Unum Group | 11,053 | |||||||||||||
2,000 | US Bancorp | 63,720 | |||||||||||||
400 | W.R. Berkley Corp. | 9,424 | |||||||||||||
500 | Wachovia Corp. | 7,945 | |||||||||||||
Total Financials | 1,802,012 | ||||||||||||||
Health Care — 23.6% | |||||||||||||||
3,100 | Abbott Laboratories | 178,033 | |||||||||||||
200 | Aetna, Inc. | 8,628 | |||||||||||||
1,100 | AmerisourceBergen Corp. | 45,111 | |||||||||||||
2,300 | Amgen, Inc. * | 144,555 | |||||||||||||
100 | Bard (C.R.), Inc. | 9,345 | |||||||||||||
200 | Becton, Dickinson & Co. | 17,476 | |||||||||||||
1,300 | Biogen Idec, Inc. * | 66,209 | |||||||||||||
1,400 | Cardinal Health, Inc. | 76,972 | |||||||||||||
200 | Covance, Inc. * | 18,868 |
See accompanying notes to the financial statements.
5
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
2,300 | Coventry Health Care, Inc. * | 80,546 | |||||||||||||
300 | DENTSPLY International, Inc. | 11,757 | |||||||||||||
5,100 | Eli Lilly & Co. | 237,915 | |||||||||||||
2,800 | Express Scripts, Inc. * | 205,548 | |||||||||||||
2,800 | Forest Laboratories, Inc. * | 99,932 | |||||||||||||
400 | Genentech, Inc. * | 39,500 | |||||||||||||
200 | Genzyme Corp. * | 15,660 | |||||||||||||
3,800 | Gilead Sciences, Inc. * | 200,184 | |||||||||||||
100 | Illumina, Inc. * | 8,613 | |||||||||||||
130 | Intuitive Surgical, Inc. * | 38,385 | |||||||||||||
400 | Invitrogen Corp. * | 16,984 | |||||||||||||
17,220 | Johnson & Johnson | 1,212,805 | |||||||||||||
1,000 | King Pharmaceuticals, Inc. * | 11,440 | |||||||||||||
3,100 | McKesson Corp. | 179,118 | |||||||||||||
1,100 | Medco Health Solutions, Inc. * | 51,535 | |||||||||||||
2,900 | Medtronic, Inc. | 158,340 | |||||||||||||
10,300 | Merck & Co., Inc. | 367,401 | |||||||||||||
200 | Patterson Cos., Inc. * | 6,508 | |||||||||||||
3,400 | PDL BioPharma, Inc. | 41,038 | |||||||||||||
54,090 | Pfizer, Inc. | 1,033,660 | |||||||||||||
200 | Quest Diagnostics, Inc. | 10,810 | |||||||||||||
1,700 | Stryker Corp. | 114,223 | |||||||||||||
27,267 | UnitedHealth Group, Inc. | 830,280 | |||||||||||||
200 | Varian Medical Systems, Inc. * | 12,632 | |||||||||||||
100 | Waters Corp. * | 6,825 | |||||||||||||
4,500 | WellPoint, Inc. * | 237,555 | |||||||||||||
3,600 | Wyeth | 155,808 | |||||||||||||
4,600 | Zimmer Holdings, Inc. * | 332,994 | |||||||||||||
Total Health Care | 6,283,193 | ||||||||||||||
Industrials — 5.7% | |||||||||||||||
2,300 | 3M Co. | 164,680 | |||||||||||||
360 | Burlington Northern Santa Fe Corp. | 38,664 | |||||||||||||
100 | Caterpillar, Inc. | 7,073 |
See accompanying notes to the financial statements.
6
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
1,000 | CH Robinson Worldwide, Inc. | 52,110 | |||||||||||||
300 | Copart, Inc. * | 13,203 | |||||||||||||
800 | CSX Corp. | 51,744 | |||||||||||||
1,400 | Danaher Corp. | 114,198 | |||||||||||||
1,800 | Deere & Co. | 127,026 | |||||||||||||
700 | Emerson Electric Co. | 32,760 | |||||||||||||
200 | Flowserve Corp. | 26,424 | |||||||||||||
600 | Fluor Corp. | 48,078 | |||||||||||||
2,400 | General Dynamics Corp. | 221,520 | |||||||||||||
200 | Goodrich Corp. | 10,250 | |||||||||||||
200 | Honeywell International, Inc. | 10,034 | |||||||||||||
400 | Jacobs Engineering Group, Inc. * | 29,528 | |||||||||||||
200 | Joy Global, Inc. | 14,208 | |||||||||||||
800 | L-3 Communications Holdings, Inc. | 83,152 | |||||||||||||
120 | Lockheed Martin Corp. | 13,973 | |||||||||||||
200 | Manpower, Inc. | 9,612 | |||||||||||||
100 | Masco Corp. | 1,906 | |||||||||||||
200 | Norfolk Southern Corp. | 14,706 | |||||||||||||
550 | Paccar, Inc. | 23,683 | |||||||||||||
600 | Parker-Hannifin Corp. | 38,442 | |||||||||||||
400 | Raytheon Co. | 23,996 | |||||||||||||
300 | Rockwell Collins, Inc. | 15,777 | |||||||||||||
200 | Ryder Systems, Inc. | 12,904 | |||||||||||||
100 | SPX Corp. | 11,925 | |||||||||||||
100 | Stericycle, Inc. * | 5,930 | |||||||||||||
700 | Textron, Inc. | 28,770 | |||||||||||||
1,000 | Tyco International Ltd. | 42,880 | |||||||||||||
200 | Union Pacific Corp. | 16,780 | |||||||||||||
1,000 | United Parcel Service, Inc.-Class B | 64,120 | |||||||||||||
2,300 | United Technologies Corp. | 150,857 | |||||||||||||
100 | W.W. Grainger, Inc. | 9,003 | |||||||||||||
Total Industrials | 1,529,916 |
See accompanying notes to the financial statements.
7
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — 15.7% | |||||||||||||||
100 | Activision Blizzard, Inc. * | 3,282 | |||||||||||||
700 | Affiliated Computer Services, Inc.-Class A * | 37,268 | |||||||||||||
1,900 | Apple, Inc. * | 322,107 | |||||||||||||
17,800 | Cisco Systems, Inc. * | 428,090 | |||||||||||||
900 | Citrix Systems, Inc. * | 27,243 | |||||||||||||
100 | Cypress Semiconductor Corp. * | 3,242 | |||||||||||||
4,200 | Dell, Inc. * | 91,266 | |||||||||||||
7,600 | eBay, Inc. * | 189,468 | |||||||||||||
1,400 | EMC Corp. * | 21,392 | |||||||||||||
1,207 | Fiserv, Inc. * | 62,595 | |||||||||||||
400 | FLIR Systems, Inc. * | 14,280 | |||||||||||||
630 | Google, Inc.-Class A * | 291,873 | |||||||||||||
800 | Hewlett-Packard Co. | 37,536 | |||||||||||||
4,200 | Intel Corp. | 96,054 | |||||||||||||
1,500 | International Business Machines Corp. | 182,595 | |||||||||||||
600 | Juniper Networks, Inc. * | 15,420 | |||||||||||||
260 | MasterCard, Inc.-Class A | 63,063 | |||||||||||||
44,300 | Microsoft Corp. | 1,208,947 | |||||||||||||
21,200 | Oracle Corp. * | 464,916 | |||||||||||||
9,832 | Qualcomm, Inc. | 517,655 | |||||||||||||
300 | Texas Instruments, Inc. | 7,353 | |||||||||||||
700 | Total System Services, Inc. | 13,944 | |||||||||||||
400 | VeriSign, Inc. * | 12,788 | |||||||||||||
1,000 | Western Digital Corp. * | 27,260 | |||||||||||||
1,100 | Western Union Co. (The) | 30,382 | |||||||||||||
Total Information Technology | 4,170,019 | ||||||||||||||
Materials — 2.1% | |||||||||||||||
200 | Air Products & Chemicals, Inc. | 18,370 | |||||||||||||
2,200 | Barrick Gold Corp. | 76,406 | |||||||||||||
200 | FMC Corp. | 14,708 | |||||||||||||
2,500 | Monsanto Co. | 285,625 | |||||||||||||
1,100 | Nucor Corp. | 57,750 | |||||||||||||
400 | Owens-IIlinois, Inc. * | 17,840 |
See accompanying notes to the financial statements.
8
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Materials — continued | |||||||||||||||
701 | Praxair, Inc. | 62,978 | |||||||||||||
400 | Sigma-Aldrich Corp. | 22,704 | |||||||||||||
Total Materials | 556,381 | ||||||||||||||
Telecommunication Services — 1.0% | |||||||||||||||
3,539 | AT&T, Inc. | 113,213 | |||||||||||||
4,284 | Verizon Communications, Inc. | 150,454 | |||||||||||||
Total Telecommunication Services | 263,667 | ||||||||||||||
Utilities — 0.1% | |||||||||||||||
200 | Exelon Corp. | 15,192 | |||||||||||||
200 | FirstEnergy Corp. | 14,528 | |||||||||||||
Total Utilities | 29,720 | ||||||||||||||
TOTAL COMMON STOCKS (COST $27,082,971) | 25,575,646 | ||||||||||||||
SHORT-TERM INVESTMENTS — 3.8% | |||||||||||||||
Money Market Funds — 3.8% | |||||||||||||||
1,008,878 | State Street Institutional Treasury Money Market Fund-Institutional Class | 1,008,878 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $1,008,878) | 1,008,878 | ||||||||||||||
TOTAL INVESTMENTS — 99.9% (Cost $28,091,849) | 26,584,524 | ||||||||||||||
Other Assets and Liabilities (net) — 0.1% | 36,518 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 26,621,042 |
See accompanying notes to the financial statements.
9
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
7 | S&P 500 E-Mini | September 2008 | $ | 448,910 | $ | 2,033 |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
* Non-income producing security.
See accompanying notes to the financial statements.
10
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $28,091,849) (Note 2) | $ | 26,584,524 | |||||
Dividends and interest receivable | 70,793 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 25,200 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 8,339 | ||||||
Total assets | 26,688,856 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 7,441 | ||||||
Shareholder service fee | 3,381 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 38 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 5,425 | ||||||
Accrued expenses | 51,529 | ||||||
Total liabilities | 67,814 | ||||||
Net assets | $ | 26,621,042 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 34,564,575 | |||||
Accumulated undistributed net investment income | 69,614 | ||||||
Accumulated net realized loss | (6,507,855 | ) | |||||
Net unrealized depreciation | (1,505,292 | ) | |||||
$ | 26,621,042 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 26,621,042 | |||||
Shares outstanding: | |||||||
Class III | 2,677,650 | ||||||
Net asset value per share: | |||||||
Class III | $ | 9.94 |
See accompanying notes to the financial statements.
11
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $42) | $ | 279,817 | |||||
Interest | 993 | ||||||
Total investment income | 280,810 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 47,540 | ||||||
Shareholder service fee – Class III (Note 3) | 21,609 | ||||||
Custodian, fund accounting agent and transfer agent fees | 26,496 | ||||||
Audit and tax fees | 27,508 | ||||||
Legal fees | 368 | ||||||
Trustees fees and related expenses (Note 3) | 128 | ||||||
Registration fees | 828 | ||||||
Miscellaneous | 369 | ||||||
Total expenses | 124,846 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (55,476 | ) | |||||
Expense reductions (Note 2) | (733 | ) | |||||
Net expenses | 68,637 | ||||||
Net investment income (loss) | 212,173 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (2,570,928 | ) | |||||
Closed futures contracts | (159,809 | ) | |||||
Net realized gain (loss) | (2,730,737 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | 2,068,427 | ||||||
Open futures contracts | 79,199 | ||||||
Net unrealized gain (loss) | 2,147,626 | ||||||
Net realized and unrealized gain (loss) | (583,111 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (370,938 | ) |
See accompanying notes to the financial statements.
12
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 212,173 | $ | 2,667,719 | |||||||
Net realized gain (loss) | (2,730,737 | ) | 26,668,967 | ||||||||
Change in net unrealized appreciation (depreciation) | 2,147,626 | (21,962,862 | ) | ||||||||
Net increase (decrease) in net assets from operations | (370,938 | ) | 7,373,824 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (208,968 | ) | (2,382,432 | ) | |||||||
Class IV | — | (1,169,636 | ) | ||||||||
Total distributions from net investment income | (208,968 | ) | (3,552,068 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (15,985,212 | ) | ||||||||
Class IV | — | (5,014,664 | ) | ||||||||
Total distributions from net realized gains | — | (20,999,876 | ) | ||||||||
(208,968 | ) | (24,551,944 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (17,995,885 | ) | (122,744,412 | ) | |||||||
Class IV | — | (141,183,947 | ) | ||||||||
Increase (decrease) in net assets resulting from net share transactions | (17,995,885 | ) | (263,928,359 | ) | |||||||
Total increase (decrease) in net assets | (18,575,791 | ) | (281,106,479 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 45,196,833 | 326,303,312 | |||||||||
End of period (including accumulated undistributed net investment income of $69,614 and $66,409, respectively) | $ | 26,621,042 | $ | 45,196,833 |
See accompanying notes to the financial statements.
13
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 10.03 | $ | 12.88 | $ | 12.45 | $ | 12.24 | $ | 11.76 | $ | 8.69 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.07 | 0.19 | 0.18 | 0.20 | 0.17 | 0.13 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.10 | ) | (0.96 | )(a) | 0.54 | 0.44 | 0.54 | 3.07 | |||||||||||||||||||
Total from investment operations | (0.03 | ) | (0.77 | ) | 0.72 | 0.64 | 0.71 | 3.20 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.06 | ) | (0.22 | ) | (0.23 | ) | (0.15 | ) | (0.18 | ) | (0.13 | ) | |||||||||||||||
From net realized gains | — | (1.86 | ) | (0.06 | ) | (0.28 | ) | (0.05 | ) | — | |||||||||||||||||
Total distributions | (0.06 | ) | (2.08 | ) | (0.29 | ) | (0.43 | ) | (0.23 | ) | (0.13 | ) | |||||||||||||||
Net asset value, end of period | $ | 9.94 | $ | 10.03 | $ | 12.88 | $ | 12.45 | $ | 12.24 | $ | 11.76 | |||||||||||||||
Total Return(b) | (0.24 | )%** | (7.30 | )% | 5.87 | % | 5.40 | % | 6.16 | % | 37.06 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 26,621 | $ | 45,197 | $ | 188,133 | $ | 224,097 | $ | 221,661 | $ | 188,370 | |||||||||||||||
Net expenses to average daily net assets | 0.48 | %*(c) | 0.48 | %(c) | 0.48 | % | 0.48 | % | 0.48 | % | 0.48 | % | |||||||||||||||
Net investment income to average daily net assets | 1.47 | %* | 1.52 | % | 1.46 | % | 1.68 | % | 1.43 | % | 1.26 | % | |||||||||||||||
Portfolio turnover rate | 30 | %** | 74 | % | 73 | % | 63 | % | 68 | % | 63 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.39 | %* | 0.08 | % | 0.06 | % | 0.04 | % | 0.04 | % | 0.04 | % |
(a) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not Annualized.
See accompanying notes to the financial statements.
14
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Tobacco-Free Core Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the S&P 500 Index. The Fund typically makes equity investments in companies that issue stocks included in the S&P 500 Index, and in companies with similar market capitalizations, other than tobacco-producing companies.
As of August 31, 2008, the Fund had one class of shares outstanding: Class III. Class IV shares were liquidated on June 21, 2007.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
15
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 25,575,646 | $ | 2,033 | |||||||
Level 2 - Other Significant Observable Inputs | 1,008,878 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 26,584,524 | $ | 2,033 |
* Other financial instruments include futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
16
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of
17
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
18
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $1,736,434.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | �� | |||||||||||
$ | 29,097,570 | $ | 951,594 | $ | (3,464,640 | ) | $ | (2,513,046 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization
19
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.33% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including
20
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $128 and $92, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $8,757,041 and $25,956,850, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 72.53% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and 9.97% of the Fund's shares were held by accounts for which the Manager has investment discretion.
21
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 49 | $ | 500 | 443,012 | $ | 4,612,176 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 18,976 | 184,028 | 1,466,326 | 17,114,056 | |||||||||||||||
Shares repurchased | (1,846,837 | ) | (18,180,413 | ) | (12,009,243 | ) | (144,470,644 | ) | |||||||||||
Net increase (decrease) | (1,827,812 | ) | $ | (17,995,885 | ) | (10,099,905 | ) | $ | (122,744,412 | ) | |||||||||
Six Months Ended August 31, 2008 (Unaudited) | Period Ended June 21, 2007* | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | — | $ | — | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | — | — | 469,828 | 6,184,300 | |||||||||||||||
Shares repurchased | — | — | (11,190,045 | ) | (147,368,247 | ) | |||||||||||||
Net increase (decrease) | — | $ | — | (10,720,217 | ) | $ | (141,183,947 | ) |
* Effective June 21, 2007, all shareholders redeemed or exchanged out of Class IV.
22
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided
23
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing th e Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
24
GMO Tobacco-Free Core Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.48 | % | $ | 1,000.00 | $ | 997.60 | $ | 2.42 | |||||||||||
2) Hypothetical | 0.48 | % | $ | 1,000.00 | $ | 1,022.79 | $ | 2.45 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
25
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 81.7 | % | |||||
Preferred Stocks | 11.7 | ||||||
Rights and Warrants | 0.1 | ||||||
Other | 6.5 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
Brazil | 19.4 | % | |||||
South Korea | 18.5 | ||||||
Taiwan | 11.9 | ||||||
Russia | 10.6 | ||||||
Turkey | 7.3 | ||||||
China | 5.8 | ||||||
Thailand | 5.5 | ||||||
South Africa | 5.1 | ||||||
Hungary | 3.2 | ||||||
Malaysia | 2.5 | ||||||
Mexico | 2.1 | ||||||
Philippines | 1.7 | ||||||
Israel | 1.6 | ||||||
Poland | 1.6 | ||||||
India | 1.4 | ||||||
Czech Republic | 0.6 | ||||||
Egypt | 0.4 | ||||||
Indonesia | 0.3 | ||||||
Morocco | 0.3 | ||||||
Argentina | 0.2 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Financials | 21.8 | % | |||||
Information Technology | 15.3 | ||||||
Energy | 14.5 | ||||||
Telecommunication Services | 12.0 | ||||||
Materials | 10.2 | ||||||
Consumer Staples | 8.5 | ||||||
Industrials | 8.0 | ||||||
Consumer Discretionary | 4.9 | ||||||
Utilities | 2.4 | ||||||
Health Care | 2.4 | ||||||
100.0 | % |
1
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
COMMON STOCKS — 81.7% | |||||||||||
Argentina — 0.2% | |||||||||||
2,430 | Tenaris SA ADR | 132,897 | |||||||||
Brazil — 6.8% | |||||||||||
14,200 | Anhanguera Educacional Participacoes SA | 243,926 | |||||||||
16,800 | Companhia de Concessoes Rodoviarias | 307,347 | |||||||||
18,400 | Companhia Vale do Rio Doce | 490,704 | |||||||||
14,200 | Localiza Rent A Car | 142,871 | |||||||||
23,500 | Natura Cosmeticos SA | 273,638 | |||||||||
61,200 | Petroleo Brasileiro SA (Petrobras) | 1,601,713 | |||||||||
35,400 | Redecard SA | 630,468 | |||||||||
12,900 | Souza Cruz SA | 337,379 | |||||||||
13,400 | Tractebel Energia SA | 165,650 | |||||||||
6,500 | Usinas Siderurgicas de Minas Gerais SA | 223,712 | |||||||||
44,500 | Weg SA | 488,681 | |||||||||
Total Brazil | 4,906,089 | ||||||||||
China — 5.5% | |||||||||||
632,000 | China Construction Bank Class H | 512,226 | |||||||||
76,000 | China Mengniu Dairy Co Ltd | 229,380 | |||||||||
101,200 | China Mobile Ltd | 1,148,822 | |||||||||
24,000 | China Overseas Land & Investment Ltd | 39,864 | |||||||||
114,000 | China Railway Construction Corp Class H * | 156,550 | |||||||||
138,000 | China Railway Group Ltd Class H * | 105,890 | |||||||||
22,000 | China Shenhua Energy Co Ltd Class H | 75,125 | |||||||||
16,000 | China Shipping Development Co Ltd Class H | 37,805 | |||||||||
72,000 | Cosco Pacific Ltd | 109,519 | |||||||||
458,592 | Denway Motors Ltd | 163,386 | |||||||||
214,900 | Dongfeng Motor Group Co Ltd | 90,742 | |||||||||
354,000 | Industrial and Commercial Bank of China Ltd Class H | 242,388 | |||||||||
2,840 | Netease.Com Inc ADR * | 74,152 | |||||||||
54,000 | Parkson Retail Group Ltd | 77,457 | |||||||||
242,842 | PetroChina Co Ltd Class H | 311,327 |
See accompanying notes to the financial statements.
2
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
China — continued | |||||||||||
4,510 | Sina.com * | 192,306 | |||||||||
7,100 | Suntech Power Holdings Co Ltd ADR * | 339,451 | |||||||||
Total China | 3,906,390 | ||||||||||
Czech Republic — 0.6% | |||||||||||
3,900 | CEZ AS | 293,338 | |||||||||
600 | Komercni Banka AS | 132,103 | |||||||||
Total Czech Republic | 425,441 | ||||||||||
Egypt — 0.4% | |||||||||||
16,900 | Egyptian Financial Group-Hermes Holding | 148,176 | |||||||||
1,900 | Orascom Construction Industries | 120,080 | |||||||||
Total Egypt | 268,256 | ||||||||||
Hungary — 3.0% | |||||||||||
37,370 | OTP Bank Nyrt * | 1,675,981 | |||||||||
2,460 | Richter Gedeon Nyrt | 487,504 | |||||||||
Total Hungary | 2,163,485 | ||||||||||
India — 1.3% | |||||||||||
12,250 | Hero Honda Motors Ltd | 229,735 | |||||||||
90,970 | Hindustan Lever | 505,768 | |||||||||
9,980 | Tata Consultancy Services Ltd | 183,229 | |||||||||
Total India | 918,732 | ||||||||||
Indonesia — 0.3% | |||||||||||
206,700 | Bank Rakyat Indonesia | 130,787 | |||||||||
120,000 | Unilever Indonesia Tbk PT | 94,542 | |||||||||
Total Indonesia | 225,329 | ||||||||||
Israel — 1.5% | |||||||||||
7,030 | Check Point Software Technologies Ltd * | 172,165 | |||||||||
19,410 | Teva Pharmaceutical Industries Ltd Sponsored ADR | 918,869 | |||||||||
Total Israel | 1,091,034 |
See accompanying notes to the financial statements.
3
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Malaysia — 2.2% | |||||||||||
98,800 | Berjaya Sports Toto Berhad | 132,433 | |||||||||
29,700 | British American Tobacco Berhad | 344,866 | |||||||||
30,500 | Digi.com Berhad | 206,419 | |||||||||
226,800 | MISC Berhad (Foreign Registered) | 573,733 | |||||||||
22,700 | Public Bank Berhad | 68,038 | |||||||||
56,800 | Resorts World Berhad | 45,119 | |||||||||
56,700 | Tanjong Plc | 219,908 | |||||||||
Total Malaysia | 1,590,516 | ||||||||||
Mexico — 1.9% | |||||||||||
98,460 | Telmex Internacional SAB de CV ADR | 1,389,271 | |||||||||
Morocco — 0.3% | |||||||||||
10,090 | Maroc Telecom | 238,504 | |||||||||
Philippines — 1.6% | |||||||||||
19,140 | Philippine Long Distance Telephone Co | 1,124,887 | |||||||||
Poland — 1.5% | |||||||||||
5,891 | Asseco Poland SA | 160,268 | |||||||||
28,630 | Powszechna Kasa Oszczednosci Bank Polski SA | 615,444 | |||||||||
29,250 | Telekomunikacja Polska SA | 293,470 | |||||||||
Total Poland | 1,069,182 | ||||||||||
Russia — 9.9% | |||||||||||
2,500 | Cherepovets MK Severstal GDR (Registered Shares) | 42,250 | |||||||||
9,300 | Evraz Group SA GDR | 702,150 | |||||||||
19,903 | Lukoil Sponsored ADR | 1,478,793 | |||||||||
9,680 | Mobile Telesystems Sponsored ADR | 658,240 | |||||||||
800 | NovaTek OAO Sponsored GDR | 57,600 | |||||||||
57,750 | OAO Gazprom Sponsored GDR | 2,252,250 | |||||||||
33,600 | OAO Rosneft Oil Co GDR | 286,608 | |||||||||
446,730 | OGK-3 | 33,330 | |||||||||
430,300 | Sberbank RF | 1,008,925 | |||||||||
11,880 | Vimpel-Communications Sponsored ADR | 285,476 | |||||||||
10,500 | X5 Retail Group NV GDR (Registered Shares) * | 286,125 | |||||||||
Total Russia | 7,091,747 |
See accompanying notes to the financial statements.
4
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Africa — 4.7% | |||||||||||
13,200 | Absa Group Ltd | 186,354 | |||||||||
21,576 | Adcock Ingram Holdings Ltd * | 105,112 | |||||||||
31,000 | African Bank Investments Ltd | 111,512 | |||||||||
36,904 | Bidvest Group Ltd | 545,214 | |||||||||
252,004 | FirstRand Ltd | 536,642 | |||||||||
20,500 | Naspers Ltd Class N | 514,830 | |||||||||
29,879 | Pretoria Portland Cement Co Ltd | 131,724 | |||||||||
30,400 | Spar Group Ltd (The) | 213,206 | |||||||||
54,168 | Standard Bank Group Ltd | 631,970 | |||||||||
28,815 | Steinhoff International Holdings Ltd | 68,900 | |||||||||
20,076 | Tiger Brands Ltd | 353,108 | |||||||||
Total South Africa | 3,398,572 | ||||||||||
South Korea — 16.9% | |||||||||||
10,400 | Daegu Bank | 115,295 | |||||||||
1,110 | Daelim Industrial Co Ltd | 68,415 | |||||||||
350 | E1 Corp | 30,531 | |||||||||
520 | GLOVIS Co Ltd | 32,143 | |||||||||
3,070 | GS Engineering & Construction Corp | 235,735 | |||||||||
520 | Hanmi Pharm Co Ltd | 56,650 | |||||||||
3,940 | Hyundai Engineering & Construction | 201,927 | |||||||||
1,370 | Hyundai Heavy Industries | 297,757 | |||||||||
7,920 | Hyundai Mobis | 657,655 | |||||||||
1,710 | Hyundai Steel Co | 79,142 | |||||||||
25,780 | Kangwon Land Inc | 452,561 | |||||||||
3,220 | Kolon Engineering & Construction Co Ltd | 25,917 | |||||||||
550 | Komipharm International Co Ltd * | 27,609 | |||||||||
25,410 | Kookmin Bank | 1,390,136 | |||||||||
19,380 | Korea Exchange Bank | 242,714 | |||||||||
23,080 | KT&G Corp | 1,939,883 | |||||||||
6,790 | Lotte Midopa Co Ltd * | 52,571 | |||||||||
1,080 | LS Industrial Systems Co Ltd | 46,027 | |||||||||
320 | MegaStudy Co Ltd | 66,987 | |||||||||
4,320 | NHN Corp * | 588,066 | |||||||||
3,000 | POSCO | 1,290,413 |
See accompanying notes to the financial statements.
5
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Korea — continued | |||||||||||
3,900 | Pusan Bank | 43,372 | |||||||||
700 | Pyeong San Co Ltd | 26,457 | |||||||||
3,890 | S1 Corp | 213,661 | |||||||||
3,663 | Samsung Electronics Co Ltd | 1,718,210 | |||||||||
3,800 | Samsung Engineering Co Ltd | 241,526 | |||||||||
5,410 | Samsung Techwin Co Ltd | 154,345 | |||||||||
12,950 | Shinhan Financial Group Co Ltd | 587,537 | |||||||||
530 | Shinsegae Co Ltd | 263,176 | |||||||||
6,440 | SK Networks Co Ltd * | 98,587 | |||||||||
16,610 | SK Telecom Co Ltd ADR | 338,844 | |||||||||
118,650 | STX Pan Ocean Co Ltd | 201,449 | |||||||||
1,700 | Sung Kwang Bend Co Ltd | 28,975 | |||||||||
520 | Taewoong Co Ltd | 45,063 | |||||||||
4,460 | Woongjin Coway Co Ltd | 135,758 | |||||||||
10,020 | Woori Finance Holdings Co Ltd | 131,895 | |||||||||
Total South Korea | 12,126,989 | ||||||||||
Taiwan — 11.2% | |||||||||||
27,440 | Avermedia Technologies Inc | 36,566 | |||||||||
60,990 | Chicony Electronics Co Ltd | 109,507 | |||||||||
816,984 | China Steel Corp | 999,975 | |||||||||
119,400 | Chunghwa Telecom Co Ltd | 295,998 | |||||||||
14,128 | Delta Electronics Inc | 37,841 | |||||||||
136,500 | Far Eastone Telecommunications Co Ltd | 198,504 | |||||||||
73,260 | High Tech Computer Corp | 1,357,423 | |||||||||
458,285 | Hon Hai Precision Industry Co Ltd | 2,299,003 | |||||||||
5,304 | Largan Precision Co Ltd | 71,583 | |||||||||
9,215 | MediaTek Inc | 105,812 | |||||||||
28,600 | Powertech Technology Inc | 88,667 | |||||||||
12,188 | Silitech Technology Corp | 35,226 | |||||||||
45,250 | Taiwan Mobile Co Ltd | 80,900 | |||||||||
1,183,064 | Taiwan Semiconductor Manufacturing Co Ltd | 2,179,005 | |||||||||
41,000 | Tung Ho Steel Enterprise Corp | 53,986 | |||||||||
24,000 | U-Ming Marine Transport Corp | 63,263 | |||||||||
Total Taiwan | 8,013,259 |
See accompanying notes to the financial statements.
6
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Thailand — 5.1% | |||||||||||
235,000 | Advanced Info Service Pcl (Foreign Registered) | 606,701 | |||||||||
29,000 | Bangkok Bank Pcl NVDR | 98,356 | |||||||||
299,000 | BEC World Pcl (Foreign Registered) | 194,718 | |||||||||
1,160,000 | G Steel Pcl (Foreign Reigstered) | 43,703 | |||||||||
140,390 | Kasikornbank Pcl NVDR | 292,803 | |||||||||
317,000 | Land & Houses Pcl NVDR | 60,979 | |||||||||
144,000 | Minor International Pcl | 53,832 | |||||||||
85,000 | Precious Shipping Pcl (Foreign Reigstered) | 48,905 | |||||||||
40,000 | PTT Chemical Pcl (Foreign Registered) | 88,201 | |||||||||
159,500 | PTT Exploration & Production Pcl (Foreign Registered) | 690,467 | |||||||||
131,611 | PTT Pcl (Foreign Registered) | 1,015,978 | |||||||||
36,000 | Ratchaburi Electricity Generating Holding Pcl (Foreign Registered) | 40,216 | |||||||||
51,670 | Siam Cement Pcl NVDR | 247,954 | |||||||||
64,000 | Siam Commercial Bank Pcl (Foreign Registered) | 145,567 | |||||||||
375,000 | Thai Beverage Pcl | 59,278 | |||||||||
Total Thailand | 3,687,658 | ||||||||||
Turkey — 6.8% | |||||||||||
119,520 | Akbank TAS | 613,249 | |||||||||
29,400 | Anadolu Efes Biracillik ve Malt Sanayii AS | 315,319 | |||||||||
58,500 | Asya Katilim Bankasi AS * | 127,005 | |||||||||
12,700 | BIM Birlesik Magazalar AS | 490,560 | |||||||||
35,244 | Enka Insaat ve Sanayi AS | 312,424 | |||||||||
5,300 | Ford Otomotiv Sanayi AS | 40,856 | |||||||||
15,470 | Tupras-Turkiye Petrol Rafineriler AS | 362,357 | |||||||||
53,200 | Turk Telekomunikasyon AS * | 190,417 | |||||||||
132,240 | Turkcell Iletisim Hizmet AS | 874,831 | |||||||||
327,398 | Turkiye Garanti Bankasi * | 969,259 | |||||||||
60,100 | Turkiye Halk Bankasi AS | 331,088 | |||||||||
78,300 | Turkiye Vakiflar Bankasi TAO Class D | 147,994 | |||||||||
47,300 | Yapi ve Kredi Bankasi AS * | 105,137 | |||||||||
Total Turkey | 4,880,496 | ||||||||||
TOTAL COMMON STOCKS (COST $62,112,188) | 58,648,734 |
See accompanying notes to the financial statements.
7
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
PREFERRED STOCKS — 11.7% | |||||||||||
Brazil — 11.3% | |||||||||||
20,600 | AES Tiete SA 9.35% | 192,983 | |||||||||
80,264 | Banco Bradesco SA 0.52% | 1,474,789 | |||||||||
90,275 | Banco Itau Holding Financeira SA 0.46% | 1,703,041 | |||||||||
1,700 | Companhia de Gas de Sao Paulo Class A 3.22% | 44,461 | |||||||||
23,800 | Companhia Energetica de Minas Gerais 2.51% | 513,817 | |||||||||
35,348 | Companhia Vale do Rio Doce Class A 0.54% | 824,064 | |||||||||
14,000 | Confab Industrial SA 1.93% | 54,540 | |||||||||
3,400 | Fertilizantes Fosfatados SA 1.99% | 196,074 | |||||||||
44,500 | Gerdau SA 4.82% | 838,129 | |||||||||
69,400 | Petroleo Brasileiro SA (Petrobras) 0.08% | 1,485,926 | |||||||||
11,900 | Randon Participacoes SA 0.64% | 97,098 | |||||||||
5,600 | Telecomunicacoes de Sao Paulo SA 4.31% | 159,754 | |||||||||
14,800 | Usinas Siderrurgicas de Minas Gerais SA Class A 0.55% | 519,362 | |||||||||
Total Brazil | 8,104,038 | ||||||||||
South Korea — 0.4% | |||||||||||
950 | Samsung Electronics Co Ltd (Non Voting) 2.21% | 315,548 | |||||||||
TOTAL PREFERRED STOCKS (COST $7,973,719) | 8,419,586 | ||||||||||
RIGHTS AND WARRANTS — 0.1% | |||||||||||
Malaysia — 0.1% | |||||||||||
422,641 | YTL Power International Berhad Warrants, Expires 06/11/18 * | 66,631 | |||||||||
TOTAL RIGHTS AND WARRANTS (COST $69,233) | 66,631 | ||||||||||
TOTAL INVESTMENTS — 93.5% (Cost $70,155,140) | 67,134,951 | ||||||||||
Other Assets and Liabilities (net) — 6.5% | 4,670,839 | ||||||||||
TOTAL NET ASSETS — 100.0% | $ | 71,805,790 |
See accompanying notes to the financial statements.
8
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
ADR - American Depositary Receipt
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
GDR - Global Depository Receipt
NVDR - Non-Voting Depository Receipt
* Non income-producing security.
As of August 31, 2008, 58.22% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
9
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $70,155,140) (Note 2) | $ | 67,134,951 | |||||
Foreign currency, at value (cost $932,364) (Note 2) | 930,898 | ||||||
Receivable for investments sold | 6,395,083 | ||||||
Dividends receivable | 1,622,524 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 13,175 | ||||||
Total assets | 76,096,631 | ||||||
Liabilities: | |||||||
Due to custodian | 50,086 | ||||||
Payable for investments purchased | 3,706,670 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 33,155 | ||||||
Shareholder service fee | 11,876 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,161 | ||||||
Accrued expenses | 486,893 | ||||||
Total liabilities | 4,290,841 | ||||||
Net assets | $ | 71,805,790 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 67,665,100 | |||||
Distributions in excess of net investment income | (1,024,368 | ) | |||||
Accumulated net realized gain | 8,190,030 | ||||||
Net unrealized depreciation | (3,024,972 | ) | |||||
$ | 71,805,790 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 71,805,790 | |||||
Shares outstanding: | |||||||
Class III | 9,149,126 | ||||||
Net asset value per share: | |||||||
Class III | $ | 7.85 |
See accompanying notes to the financial statements.
10
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $1,898,295) | $ | 12,635,442 | |||||
Interest | 365,196 | ||||||
Securities lending income | 25,857 | ||||||
Total investment income | 13,026,495 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 1,634,759 | ||||||
Shareholder service fee – Class III (Note 3) | 197,055 | ||||||
Shareholder service fee – Class VI (Note 3) | 152,526 | ||||||
Custodian and fund accounting agent fees | 799,112 | ||||||
Transfer agent fees | 21,160 | ||||||
Audit and tax fees | 38,729 | ||||||
Legal fees | 13,984 | ||||||
Trustees fees and related expenses (Note 3) | 5,478 | ||||||
Registration fees | 736 | ||||||
Miscellaneous | 8,556 | ||||||
Total expenses | 2,872,095 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (77,096 | ) | |||||
Expense reductions (Note 2) | (4,806 | ) | |||||
Net expenses | 2,790,193 | ||||||
Net investment income (loss) | 10,236,302 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments (net of foreign capital gains tax of $24,679) (Note 2) | 278,542,566 | ||||||
Foreign currency, forward contracts and foreign currency related transactions (net of CPMF tax of $1,815) (Note 2) | (1,688,793 | ) | |||||
Net realized gain (loss) | 276,853,773 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (349,526,961 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (57,864 | ) | |||||
Net unrealized gain (loss) | (349,584,825 | ) | |||||
Net realized and unrealized gain (loss) | (72,731,052 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (62,494,750 | ) |
See accompanying notes to the financial statements.
11
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 10,236,302 | $ | 15,296,524 | |||||||
Net realized gain (loss) | 276,853,773 | 70,968,379 | |||||||||
Change in net unrealized appreciation (depreciation) | (349,584,825 | ) | 138,141,381 | ||||||||
Net increase (decrease) in net assets from operations | (62,494,750 | ) | 224,406,284 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (1,724,371 | ) | (6,966,010 | ) | |||||||
Class VI | (4,323,186 | ) | (14,556,021 | ) | |||||||
Total distributions from net investment income | (6,047,557 | ) | (21,522,031 | ) | |||||||
Net realized gains | |||||||||||
Class III | (89,648,230 | ) | (23,553,007 | ) | |||||||
Class VI | (204,439,434 | ) | (44,940,537 | ) | |||||||
Total distributions from net realized gains | (294,087,664 | ) | (68,493,544 | ) | |||||||
(300,135,221 | ) | (90,015,575 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (169,679,345 | ) | 11,905,376 | ||||||||
Class VI | (490,956,756 | ) | 111,032,810 | ||||||||
Increase (decrease) in net assets resulting from net share transactions | (660,636,101 | ) | 122,938,186 | ||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 1,301,435 | 758,901 | |||||||||
Class VI | 3,498,597 | 416,207 | |||||||||
Increase in net assets resulting from purchase premiums and redemption fees | 4,800,032 | 1,175,108 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | (655,836,069 | ) | 124,113,294 | ||||||||
Total increase (decrease) in net assets | (1,018,466,040 | ) | 258,504,003 | ||||||||
Net assets: | |||||||||||
Beginning of period | 1,090,271,830 | 831,767,827 | |||||||||
End of period (including distributions in excess of net investment income of $1,024,368 and $5,213,113, respectively) | $ | 71,805,790 | $ | 1,090,271,830 |
See accompanying notes to the financial statements.
12
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 13.28 | $ | 11.36 | $ | 10.38 | $ | 7.71 | $ | 13.77 | $ | 7.25 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss) | 0.15 | † | 0.20 | † | 0.18 | † | 0.15 | † | 0.17 | † | 0.23 | ||||||||||||||||
Net realized and unrealized gain (loss) | (1.26 | ) | 2.89 | 1.57 | 2.67 | 0.19 | 6.35 | ||||||||||||||||||||
Total from investment operations | (1.11 | ) | 3.09 | 1.75 | 2.82 | 0.36 | 6.58 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.08 | ) | (0.27 | ) | (0.18 | ) | (0.11 | ) | (0.52 | ) | (0.06 | ) | |||||||||||||||
From net realized gains | (4.24 | ) | (0.90 | ) | (0.59 | ) | (0.04 | ) | (5.90 | ) | — | ||||||||||||||||
Total distributions | (4.32 | ) | (1.17 | ) | (0.77 | ) | (0.15 | ) | (6.42 | ) | (0.06 | ) | |||||||||||||||
Net asset value, end of period | $ | 7.85 | $ | 13.28 | $ | 11.36 | $ | 10.38 | $ | 7.71 | $ | 13.77 | |||||||||||||||
Total Return(a) | (9.87 | )%** | 26.68 | % | 17.27 | % | 36.86 | % | 16.19 | % | 91.04 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 71,806 | $ | 353,478 | $ | 292,123 | $ | 197,026 | $ | 82,153 | $ | 141,614 | |||||||||||||||
Net expenses to average daily net assets | 0.81 | %(b)* | 0.71 | % | 0.70 | % | 0.73 | % | 1.22 | % | 1.25 | % | |||||||||||||||
Net investment income to average daily net assets | 1.22 | %(c)** | 1.46 | % | 1.70 | % | 1.71 | % | 1.84 | % | 1.76 | % | |||||||||||||||
Portfolio turnover rate | 27 | %** | 17 | % | 17 | % | 18 | % | 141 | % | 39 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.03 | %* | 0.01 | % | 0.02 | % | 0.04 | % | 0.11 | % | 0.07 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.06 | $ | 0.03 | $ | 0.02 | $ | 0.04 | $ | 0.06 | $ | 0.02 |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
13
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Period from March 1, 2008 through August 1, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005(a) | |||||||||||||||||||
Net asset value, beginning of period | $ | 13.31 | $ | 11.38 | $ | 10.39 | $ | 7.72 | $ | 6.52 | |||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||
Net investment income (loss)† | 0.14 | 0.20 | 0.20 | 0.15 | 0.03 | ||||||||||||||||||
Net realized and unrealized gain (loss) | (0.78 | ) | 2.91 | 1.57 | 2.67 | 1.44 | |||||||||||||||||
Total from investment operations | (0.64 | ) | 3.11 | 1.77 | 2.82 | 1.47 | |||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||
From net investment income | (0.09 | ) | (0.28 | ) | (0.19 | ) | (0.11 | ) | (0.01 | ) | |||||||||||||
From net realized gains | (4.24 | ) | (0.90 | ) | (0.59 | ) | (0.04 | ) | (0.26 | ) | |||||||||||||
Total distributions | (4.33 | ) | (1.18 | ) | (0.78 | ) | (0.15 | ) | (0.27 | ) | |||||||||||||
Net asset value, end of period | $ | 8.34 | (b) | $ | 13.31 | $ | 11.38 | $ | 10.39 | $ | 7.72 | ||||||||||||
Total Return(c) | (4.58 | )%** | 26.83 | % | 17.45 | % | 36.92 | % | 23.05 | %** | |||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||
Net assets, end of period (000's) | $ | 214,428 | (b) | $ | 736,794 | $ | 539,645 | $ | 392,370 | $ | 103,152 | ||||||||||||
Net expenses to average daily net assets | 0.62 | %(d)* | 0.61 | % | 0.61 | % | 0.64 | % | 0.71 | %* | |||||||||||||
Net investment income to average daily net assets | 1.07 | %(e)** | 1.50 | % | 1.82 | % | 1.66 | % | 0.99 | %* | |||||||||||||
Portfolio turnover rate | 27 | %†††** | 17 | % | 17 | % | 18 | % | 141 | %†† | |||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.01 | % | 0.02 | % | 0.04 | % | 0.16 | %* | |||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.07 | $ | 0.01 | $ | 0.01 | $ | 0.03 | $ | 0.04 |
(a) Period from September 23, 2004 (commencement of operations) through February 28, 2005.
(b) Represents the ending net asset value per share and net assets upon the liquidation of the class.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(e) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2005.
††† Calculation represents portfolio turnover of the Fund for the period from March 1, 2008 through August 31, 2008.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
14
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Emerging Markets Opportunities Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its investment objective by outperforming its benchmark, the S&P/IFCI (Investable) Composite Index. The Fund typically makes equity investments in companies whose stocks are traded in the securities markets of the world's non-developed markets ("emerging markets"), which excludes countries that are included in the MSCI EAFE Index.
As of August 31, 2008, the Fund had one class of shares outstanding: Class III. Class VI shares were liquidated on August 1, 2008.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many
15
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 23,013,065 | $ | 930,898 | |||||||
Level 2 - Other Significant Observable Inputs | 44,121,886 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 67,134,951 | $ | 930,898 |
* Other financial instruments include foreign currency.
16
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 326,229 | $ | — | |||||||
Realized gain (loss) | (111,606 | ) | — | ||||||||
Change in unrealized appreciation/depreciation | 127,883 | — | |||||||||
Net purchases (sales) | (464,157 | ) | — | ||||||||
Net transfers in and/or out of Level 3 | 121,651 | — | |||||||||
Balance as of August 31, 2008 | $ | — | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency
17
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or loss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
18
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
19
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. The Fund had no securities on loan at Aug ust 31, 2008.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
20
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests. The Fund did not have a deferred tax liability in respect of unrealized appreciation on foreign securities for potential capital gains and repatriation taxes as of August 31, 2008. The accrual for capital gains and repatriation taxes is included in net unrealized gain (loss) in the Statement of Operations. For the period ended August 31, 2008, the Fund incurred $24,679 in capital gain taxes, which is included in net realized gain (loss) in the Statement of Operations.
The Fund is subject to a Contribuição Provisória sobre Movimentações Financiera ("CPMF") tax which is applied to foreign exchange transactions representing capital inflows or outflows to/from the Brazilian market. For the period ended August 31, 2008, the Fund incurred $1,815 in CPMF tax, which is included in net realized gain (loss) on foreign currency, forward contracts and foreign currency related transactions in the Statement of Operations.
The Fund is currently subject to a Taiwanese security transaction tax of 0.30% of the transaction amount on equities and 0.10% of the transaction amount on mutual fund shares, which must be paid by the Fund upon the sale or transfer of any portfolio securities subject to that tax.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 77,353,698 | $ | 5,335,086 | $ | (15,553,833 | ) | $ | (10,218,747 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
21
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations. In addition, the Fund also incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same
22
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. These fees are allocated relative to each class's net assets on the share transaction date. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
Investments in securities of issuers in emerging countries present risks that are not inherent in many other investments. Many emerging countries are subject to political and/or economic instability. The securities markets of emerging countries are generally smaller and less developed than the securities markets of the U.S. and developed foreign markets. Further, countries may impose various types of foreign currency regulations or controls that impede the Fund's ability to repatriate amounts it receives. The Fund may acquire interests in securities in some countries based on the Manager's expectations that conditions in those countries will improve. These factors may result in significant volatility in the values of the Fund's holdings. The markets in emerging countries are typically less liquid than those of developed markets. Accordingly, the Fund may not be able to realize in an actual sale amounts approximating the values i t has placed on its holdings.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.40% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares.
23
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.40% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, custodial fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Secti on 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $4,834 and $2,852, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $197,901,437 and $1,126,270,757, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 63.49% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
24
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, 0.73% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 83.19% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 26,819 | $ | 343,945 | 5,544,644 | $ | 72,929,163 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 11,000,542 | 90,534,462 | 2,089,807 | 29,583,608 | |||||||||||||||
Shares repurchased | (28,495,603 | ) | (260,557,752 | ) | (6,737,464 | ) | (90,607,395 | ) | |||||||||||
Purchase premiums | — | 171 | — | 355,991 | |||||||||||||||
Redemption fees | — | 1,301,264 | — | 402,910 | |||||||||||||||
Net increase (decrease) | (17,468,242 | ) | $ | (168,377,910 | ) | 896,987 | $ | 12,664,277 | |||||||||||
Period Ended August 31, 2008* (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 5,543,984 | $ | 74,667,359 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 25,273,925 | 208,762,620 | 4,182,085 | 59,496,558 | |||||||||||||||
Shares repurchased | (80,618,206 | ) | (699,719,376 | ) | (1,790,190 | ) | (23,131,107 | ) | |||||||||||
Purchase premiums | — | — | — | 317,281 | |||||||||||||||
Redemption fees | — | 3,498,597 | — | 98,926 | |||||||||||||||
Net increase (decrease) | (55,344,281 | ) | $ | (487,458,159 | ) | 7,935,879 | $ | 111,449,017 |
* Effective August 1, 2008, all shareholders redeemed or exchanged out of Class VI.
8. Subsequent event
Pursuant to a plan of liquidation adopted by the Board of Trustees of the Fund on September 4, 2008, the Fund was liquidated on September 30, 2008.
25
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory
26
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
27
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
28
GMO Emerging Markets Opportunities Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred | ||||||||||||||||
Class III | |||||||||||||||||||
1 | ) Actual | 0.81 | % | $ | 1,000.00 | $ | 901.30 | $ | 3.88 | (a) | |||||||||
2 | ) Hypothetical | 0.81 | % | $ | 1,000.00 | $ | 1,021.12 | $ | 4.13 | (a) | |||||||||
Class VI | |||||||||||||||||||
1 | ) Actual | 0.62 | % | $ | 1,000.00 | $ | 954.20 | $ | 2.56 | (b) | |||||||||
2 | ) Hypothetical | 0.62 | % | $ | 1,000.00 | $ | 1,022.08 | $ | 3.16 | (a) |
(a) Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
(b) For the period March 1, 2008 through August 1, 2008. Expenses are calculated using the Class's annualized net expense ratio for the period ended August 1, 2008, multiplied by the average account value over the period, multiplied by 154 days in the period, divided by 365 days in the year.
29
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 93.3 | % | |||||
Short-Term Investments | 4.8 | ||||||
Preferred Stocks | 0.2 | ||||||
Forward Currency Contracts | 0.2 | ||||||
Rights and Warrants | 0.0 | ||||||
Futures | (0.3 | ) | |||||
Other | 1.8 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
Japan | 25.2 | % | |||||
United Kingdom | 22.0 | ||||||
France | 13.6 | ||||||
Switzerland | 5.6 | ||||||
Germany | 4.9 | ||||||
Italy | 4.6 | ||||||
Canada | 3.9 | ||||||
Netherlands | 3.7 | ||||||
Australia | 3.6 | ||||||
Hong Kong | 2.4 | ||||||
Finland | 2.2 | ||||||
Singapore | 2.1 | ||||||
Spain | 1.8 | ||||||
Sweden | 1.2 | ||||||
Belgium | 1.2 | ||||||
Norway | 0.8 | ||||||
Ireland | 0.4 | ||||||
Denmark | 0.3 | ||||||
Austria | 0.2 | ||||||
Greece | 0.2 | ||||||
New Zealand | 0.1 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Financials | 18.1 | % | |||||
Energy | 16.2 | ||||||
Health Care | 14.0 | ||||||
Consumer Discretionary | 11.9 | ||||||
Materials | 9.2 | ||||||
Industrials | 6.5 | ||||||
Consumer Staples | 6.5 | ||||||
Information Technology | 6.2 | ||||||
Telecommunication Services | 6.1 | ||||||
Utilities | 5.3 | ||||||
100.0 | % |
1
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 93.3% | |||||||||||||||
Australia — 3.3% | |||||||||||||||
1,127,380 | Australia and New Zealand Banking Group Ltd | 15,875,370 | |||||||||||||
595,739 | BHP Billiton Ltd | 20,923,411 | |||||||||||||
1,690,912 | BlueScope Steel Ltd | 13,295,692 | |||||||||||||
3,274,215 | Macquarie Infrastructure Group | 6,101,666 | |||||||||||||
4,232,474 | Mirvac Group Ltd | 10,384,280 | |||||||||||||
91,863 | Rio Tinto Ltd | 9,960,084 | |||||||||||||
536,830 | Santos Ltd | 9,183,286 | |||||||||||||
240,512 | St George Bank | 6,202,624 | |||||||||||||
5,732,648 | Stockland | 25,655,244 | |||||||||||||
1,873,751 | Suncorp-Metway Ltd | 18,192,206 | |||||||||||||
1,105,753 | TABCORP Holdings Ltd | 8,077,578 | |||||||||||||
5,863,566 | Telstra Corp Ltd | 21,765,992 | |||||||||||||
364,685 | Westpac Banking Corp | 7,288,119 | |||||||||||||
738,669 | Woodside Petroleum Ltd | 39,676,045 | |||||||||||||
830,585 | Woolworths Ltd | 20,052,417 | |||||||||||||
Total Australia | 232,634,014 | ||||||||||||||
Austria — 0.2% | |||||||||||||||
204,281 | OMV AG | 13,087,571 | |||||||||||||
Belgium — 1.1% | |||||||||||||||
111,087 | Belgacom SA | 4,423,386 | |||||||||||||
33,967 | Colruyt SA | 9,260,771 | |||||||||||||
1,709,510 | Dexia | 24,159,455 | |||||||||||||
2,132,999 | Fortis | 29,534,168 | |||||||||||||
56,178 | Solvay SA | 6,878,162 | |||||||||||||
Total Belgium | 74,255,942 | ||||||||||||||
Canada — 3.7% | |||||||||||||||
152,900 | Agrium Inc | 12,932,708 | |||||||||||||
779,700 | Bank of Montreal | 34,167,867 |
See accompanying notes to the financial statements.
2
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Canada — continued | |||||||||||||||
230,600 | Bank of Nova Scotia | 10,652,599 | |||||||||||||
163,111 | BCE Inc | 6,180,030 | |||||||||||||
173,700 | Canadian Imperial Bank of Commerce | 10,497,579 | |||||||||||||
154,600 | Canadian National Railway Co | 8,111,477 | |||||||||||||
229,300 | Canadian Natural Resources | 19,574,074 | |||||||||||||
210,400 | Canadian Oil Sands Trust | 10,197,009 | |||||||||||||
258,300 | Canadian Pacific Railway Ltd | 15,758,781 | |||||||||||||
181,800 | EnCana Corp | 13,664,963 | |||||||||||||
103,000 | Fording Canadian Coal Trust | 9,162,130 | |||||||||||||
122,500 | IGM Financial Inc | 5,121,280 | |||||||||||||
121,800 | Imperial Oil Ltd | 6,264,361 | |||||||||||||
210,200 | Magna International Inc Class A | 12,071,949 | |||||||||||||
591,800 | National Bank of Canada | 27,878,919 | |||||||||||||
303,400 | Penn West Energy Trust | 8,906,553 | |||||||||||||
186,800 | Petro-Canada | 8,259,804 | |||||||||||||
575,200 | Sun Life Financial Inc | 22,183,500 | |||||||||||||
225,100 | Suncor Energy Inc | 12,889,508 | |||||||||||||
Total Canada | 254,475,091 | ||||||||||||||
Denmark — 0.3% | |||||||||||||||
332,800 | Danske Bank A/S | 9,364,873 | |||||||||||||
190,025 | Novo-Nordisk A/S Class B | 10,607,553 | |||||||||||||
Total Denmark | 19,972,426 | ||||||||||||||
Finland — 2.0% | |||||||||||||||
186,641 | Fortum Oyj | 7,660,840 | |||||||||||||
329,570 | Neste Oil Oyj | 7,858,545 | |||||||||||||
2,872,474 | Nokia Oyj | 71,919,306 | |||||||||||||
88,602 | Nokian Renkaat Oyj | 3,155,351 | |||||||||||||
348,479 | Outokumpu Oyj | 8,344,600 | |||||||||||||
253,511 | Rautaruukki Oyj | 8,598,822 | |||||||||||||
1,110,219 | Sampo Oyj Class A | 27,930,238 | |||||||||||||
38,955 | Stockmann Oyj AB Class A | 1,148,511 | |||||||||||||
208,277 | Tietoenator Oyj | 4,089,335 | |||||||||||||
Total Finland | 140,705,548 |
See accompanying notes to the financial statements.
3
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
France — 12.7% | |||||||||||||||
90,782 | Air Liquide SA | 11,026,409 | |||||||||||||
113,728 | Alstom | 11,552,742 | |||||||||||||
677,633 | Arcelor Mittal | 53,161,641 | |||||||||||||
883,968 | BNP Paribas | 79,296,455 | |||||||||||||
15,189 | Bongrain SA | 1,223,906 | |||||||||||||
78,353 | Cap Gemini SA | 4,625,992 | |||||||||||||
118,326 | Casino Guichard-Perrachon SA | 11,595,215 | |||||||||||||
124,241 | Cie de Saint-Gobain | 7,590,614 | |||||||||||||
125,172 | Dassault Systemes SA | 7,565,079 | |||||||||||||
165,104 | Essilor International SA | 8,783,157 | |||||||||||||
1,251,461 | France Telecom SA | 36,899,224 | |||||||||||||
3,655 | Fromageries Bel | 859,797 | |||||||||||||
713,713 | GDF Suez | 41,086,556 | |||||||||||||
118,539 | Hermes International | 16,834,158 | |||||||||||||
82,853 | L'Oreal SA | 8,223,954 | |||||||||||||
26,405 | Lafarge SA | 3,185,451 | |||||||||||||
346,867 | Peugeot SA | 16,480,202 | |||||||||||||
289,154 | Renault SA | 24,145,317 | |||||||||||||
2,675,900 | Sanofi-Aventis | 189,843,093 | |||||||||||||
487,516 | Societe Generale | 47,027,011 | |||||||||||||
89,276 | Suez Environnement SA * | 2,564,439 | |||||||||||||
4,039,807 | Total SA | 290,204,210 | |||||||||||||
12,634 | Union du Credit-Bail Immobilier | 2,623,201 | |||||||||||||
31,879 | Vallourec SA | 8,868,441 | |||||||||||||
Total France | 885,266,264 | ||||||||||||||
Germany — 4.4% | |||||||||||||||
758 | Aareal Bank AG | 18,084 | |||||||||||||
271,462 | Adidas AG | 15,856,337 | |||||||||||||
229,436 | Altana AG | 3,656,724 | |||||||||||||
375,511 | BASF AG | 21,670,274 | |||||||||||||
633,945 | Bayerische Motoren Werke AG | 26,166,459 | |||||||||||||
58,245 | Beiersdorf AG (Bearer) | 3,390,607 | |||||||||||||
38,479 | Bilfinger & Berger AG | 2,700,716 | |||||||||||||
96,103 | Demag Cranes AG | 5,210,786 |
See accompanying notes to the financial statements.
4
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Germany — continued | |||||||||||||||
831,900 | E.ON AG | 48,497,435 | |||||||||||||
72,377 | Epcos AG | 1,867,293 | |||||||||||||
207,595 | Gildemeister AG | 4,967,978 | |||||||||||||
271,763 | Hannover Rueckversicherungs AG (Registered) | 11,527,840 | |||||||||||||
469,415 | Heidelberger Druckmaschinen | 9,568,727 | |||||||||||||
132,267 | Kloeckner & Co AG | 5,220,902 | |||||||||||||
71,886 | Linde AG | 9,020,056 | |||||||||||||
296,380 | Norddeutsche Affinerie AG | 13,657,420 | |||||||||||||
19,427 | Puma AG Rudolf Dassler Sport | 6,110,336 | |||||||||||||
83,779 | RWE AG | 9,022,786 | |||||||||||||
171,703 | Salzgitter AG | 26,292,871 | |||||||||||||
617,306 | SAP AG | 34,582,864 | |||||||||||||
101,071 | SGL Carbon AG * | 6,049,462 | |||||||||||||
271,047 | ThyssenKrupp AG | 13,495,089 | |||||||||||||
69,808 | Volkswagen AG | 20,814,251 | |||||||||||||
37,297 | Vossloh AG | 4,840,101 | |||||||||||||
Total Germany | 304,205,398 | ||||||||||||||
Greece — 0.2% | |||||||||||||||
148,497 | Alpha Bank A.E. | 3,778,630 | |||||||||||||
86,671 | National Bank of Greece SA | 3,820,535 | |||||||||||||
185,049 | OPAP SA | 6,480,461 | |||||||||||||
Total Greece | 14,079,626 | ||||||||||||||
Hong Kong — 2.3% | |||||||||||||||
3,030,500 | BOC Hong Kong Holdings Ltd | 6,739,121 | |||||||||||||
6,449,098 | CLP Holdings Ltd | 52,318,045 | |||||||||||||
694,400 | Esprit Holdings Ltd | 5,732,461 | |||||||||||||
171,000 | Guoco Group | 1,792,566 | |||||||||||||
542,700 | Hang Seng Bank Ltd | 10,703,823 | |||||||||||||
513,000 | Henderson Land Development Co Ltd | 3,092,369 | |||||||||||||
4,921,300 | Hong Kong & China Gas | 11,041,807 | |||||||||||||
269,900 | Hong Kong Aircraft Engineering Co Ltd | 3,005,118 | |||||||||||||
4,888,969 | Hong Kong Electric Holdings Ltd | 31,041,251 |
See accompanying notes to the financial statements.
5
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Hong Kong — continued | |||||||||||||||
564,700 | Hong Kong Ferry Co Ltd | 502,678 | |||||||||||||
1,737,000 | MTR Corp Ltd | 5,592,247 | |||||||||||||
3,973,200 | Noble Group Ltd | 5,368,538 | |||||||||||||
947,000 | Sun Hung Kai Properties Ltd | 12,912,779 | |||||||||||||
2,664,400 | Yue Yuen Industrial Holdings | 7,381,739 | |||||||||||||
Total Hong Kong | 157,224,542 | ||||||||||||||
Ireland — 0.4% | |||||||||||||||
580,741 | Bank of Ireland | 4,655,282 | |||||||||||||
906,394 | CRH Plc | 23,644,112 | |||||||||||||
Total Ireland | 28,299,394 | ||||||||||||||
Italy — 4.2% | |||||||||||||||
1,152,750 | A2A SPA | 3,602,978 | |||||||||||||
412,084 | Banco Popolare Scarl | 7,849,630 | |||||||||||||
1,069,201 | Enel SPA | 9,817,217 | |||||||||||||
6,921,635 | ENI SPA | 224,519,537 | |||||||||||||
165,365 | Fondiaria-Sai SPA-Di RISP | 3,092,163 | |||||||||||||
291,136 | Italcementi SPA-Di RISP | 3,335,951 | |||||||||||||
197,819 | Luxottica Group SPA | 4,963,990 | |||||||||||||
1,335,964 | Mediaset SPA | 9,699,478 | |||||||||||||
97,300 | Natuzzi SPA ADR * | 306,495 | |||||||||||||
108,456 | Saipem | 4,291,573 | |||||||||||||
1,539,591 | Snam Rete Gas SPA | 9,617,813 | |||||||||||||
6,904,947 | Telecom Italia SPA-Di RISP | 8,752,236 | |||||||||||||
926,456 | Terna SPA | 3,722,460 | |||||||||||||
953,402 | Tiscali SPA * | 2,122,370 | |||||||||||||
Total Italy | 295,693,891 | ||||||||||||||
Japan — 23.6% | |||||||||||||||
437,470 | Acom Co Ltd | 12,184,410 | |||||||||||||
310,800 | Aiful Corp | 2,511,982 | |||||||||||||
156,900 | Aisin Seiki Co Ltd | 4,130,578 | |||||||||||||
906,400 | Alps Electric Co Ltd | 8,192,054 |
See accompanying notes to the financial statements.
6
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
877,800 | Asahi Breweries | 16,259,306 | |||||||||||||
1,144,000 | Asahi Kasei Corp | 5,372,785 | |||||||||||||
104,300 | Benesse Corp | 4,572,830 | |||||||||||||
927,600 | Canon Inc | 41,597,068 | |||||||||||||
161,400 | Capcom | 4,933,876 | |||||||||||||
2,015,000 | Cosmo Oil Co Ltd | 5,885,257 | |||||||||||||
475,000 | Dai Nippon Printing Co Ltd | 6,706,290 | |||||||||||||
1,140,300 | Daiei Inc * | 9,014,219 | |||||||||||||
352,000 | Daihatsu Motor Co Ltd | 4,333,097 | |||||||||||||
285,680 | Daiichi Sankyo Co Ltd | 8,594,667 | |||||||||||||
211,200 | Daikin Industries Ltd | 7,119,220 | |||||||||||||
320,500 | Denso Corp | 8,308,481 | |||||||||||||
200,700 | FamilyMart Co Ltd | 8,128,928 | |||||||||||||
196,300 | Fanuc Ltd | 14,604,406 | |||||||||||||
248,700 | Fast Retailing Co Ltd | 25,102,802 | |||||||||||||
3,223,000 | Fuji Heavy Industries Ltd | 18,424,629 | |||||||||||||
1,270,000 | Fujikura Ltd | 5,911,532 | |||||||||||||
550,000 | Fujitsu Ltd | 3,801,523 | |||||||||||||
1,451,000 | GS Yuasa Corp | 7,419,653 | |||||||||||||
1,230,000 | Hanwa Co Ltd | 5,500,623 | |||||||||||||
8,368,500 | Haseko Corp | 8,493,899 | |||||||||||||
75,500 | Hirose Electric Co Ltd | 7,322,971 | |||||||||||||
1,476,000 | Hitachi Ltd | 10,870,658 | |||||||||||||
199,000 | Hitachi Metals Ltd | 2,954,877 | |||||||||||||
453,000 | Hokkaido Electric Power | 10,122,441 | |||||||||||||
3,924,800 | Honda Motor Co Ltd | 127,468,340 | |||||||||||||
249,400 | Hosiden Corp | 4,149,543 | |||||||||||||
580,600 | Hoya Corp | 11,835,606 | |||||||||||||
1,214 | INPEX Holdings Inc | 13,219,464 | |||||||||||||
2,428,000 | Itochu Corp | 19,532,702 | |||||||||||||
532,600 | JFE Holdings Inc | 22,507,675 | |||||||||||||
172,000 | JGC Corp | 3,293,681 | |||||||||||||
1,610,000 | Kao Corp | 45,583,940 | |||||||||||||
2,853,000 | Kawasaki Kisen Kaisha Ltd | 20,227,024 |
See accompanying notes to the financial statements.
7
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
4,945 | Kenedix Inc | 2,816,570 | |||||||||||||
80,200 | Keyence Corp | 16,222,921 | |||||||||||||
568,000 | Kirin Holdings Co Ltd | 8,498,339 | |||||||||||||
280,000 | Konami Corp | 8,550,354 | |||||||||||||
401,000 | Kurray Co Ltd | 4,178,708 | |||||||||||||
41,400 | Kyocera Corp | 3,469,743 | |||||||||||||
620,200 | Kyushu Electric Power Co Inc | 13,656,609 | |||||||||||||
61,600 | Lawson Inc | 2,823,391 | |||||||||||||
1,149,000 | Marubeni Corp | 7,109,294 | |||||||||||||
1,454,000 | Matsushita Electric Industrial Co Ltd | 29,885,295 | |||||||||||||
3,309,000 | Mazda Motor Corp | 17,613,245 | |||||||||||||
615,000 | Minebea Co Ltd | 2,696,856 | |||||||||||||
965,500 | Mitsubishi Chemical Holdings | 5,462,284 | |||||||||||||
1,259,000 | Mitsubishi Corp | 34,583,568 | |||||||||||||
642,000 | Mitsubishi Electric Corp | 5,444,736 | |||||||||||||
389,000 | Mitsubishi Gas Chemical Co Inc | 2,203,247 | |||||||||||||
3,998,000 | Mitsui Mining & Smelting Co Ltd | 10,652,619 | |||||||||||||
1,022,000 | Mitsui OSK Lines Ltd | 12,112,821 | |||||||||||||
1,260 | Mizuho Financial Group Inc | 5,363,703 | |||||||||||||
313,900 | Murata Manufacturing Co Ltd | 13,793,342 | |||||||||||||
860,000 | NEC Corp | 3,963,264 | |||||||||||||
65,600 | Nidec Corp | 4,409,487 | |||||||||||||
198,000 | Nikon Corp | 6,426,323 | |||||||||||||
104,200 | Nintendo Co Ltd | 48,917,720 | |||||||||||||
659,000 | Nippon Denko Co Ltd | 5,671,354 | |||||||||||||
229,000 | Nippon Electric Glass Co Ltd | 3,054,631 | |||||||||||||
3,108,500 | Nippon Mining Holdings Inc | 17,266,447 | |||||||||||||
5,246,000 | Nippon Oil Corp | 32,718,819 | |||||||||||||
11,264 | Nippon Telegraph & Telephone Corp | 55,375,406 | |||||||||||||
1,325,000 | Nippon Yakin Koguo Co Ltd | 6,523,653 | |||||||||||||
3,433,000 | Nippon Yusen KK | 27,396,226 | |||||||||||||
8,056,100 | Nissan Motor Co | 61,194,868 | |||||||||||||
114,300 | Nissha Printing Co Ltd | 6,173,053 | |||||||||||||
717,000 | Nisshinbo Industries Inc | 7,894,279 |
See accompanying notes to the financial statements.
8
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments ��� (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
141,300 | Nitto Denko Corp | 4,241,457 | |||||||||||||
243,300 | Nomura Research Institute | 5,520,858 | |||||||||||||
34,830 | NTT Docomo Inc | 54,892,707 | |||||||||||||
163,700 | Ono Pharmaceutical Co Ltd | 8,571,823 | |||||||||||||
41,080 | ORIX Corp | 5,004,455 | |||||||||||||
8,812,000 | Osaka Gas Co Ltd | 32,061,040 | |||||||||||||
776,000 | Pacific Metals Co Ltd | 4,966,065 | |||||||||||||
361,050 | Promise Co Ltd | 8,091,775 | |||||||||||||
16,381 | Resona Holdings Inc | 19,066,073 | |||||||||||||
901,000 | Ricoh Company Ltd | 14,872,468 | |||||||||||||
165,900 | Rohm Co Ltd | 9,551,371 | |||||||||||||
120,100 | Ryohin Keikaku Co Ltd | 6,444,398 | |||||||||||||
323,700 | Sankyo Co Ltd Gunma | 15,326,726 | |||||||||||||
2,099,000 | Sanyo Electric Co Ltd * | 4,185,282 | |||||||||||||
41,048 | SBI Holdings Inc | 7,360,946 | |||||||||||||
92,700 | Secom Co | 4,270,328 | |||||||||||||
1,396,000 | Sega Sammy Holdings Inc | 13,240,966 | |||||||||||||
123,800 | Seiko Epson Corp | 3,571,583 | |||||||||||||
2,300,000 | Seven & I Holdings Co Ltd | 66,993,381 | |||||||||||||
37,200 | Shimamura Co | 2,083,309 | |||||||||||||
113,500 | Shimano Inc | 4,588,688 | |||||||||||||
698,100 | Shin-Etsu Chemical Co Ltd | 38,835,432 | |||||||||||||
1,419,000 | Shinsei Bank Ltd | 4,825,088 | |||||||||||||
300,000 | Shiseido Co Ltd | 7,024,129 | |||||||||||||
1,054,000 | Showa Shell Sekiyu KK | 11,915,563 | |||||||||||||
5,790,200 | Sojitz Corp | 16,520,977 | |||||||||||||
457,100 | SUMCO Corp | 9,055,428 | |||||||||||||
920,000 | Sumitomo Chemical Co Ltd | 5,645,225 | |||||||||||||
598,400 | Sumitomo Electric Industries Ltd | 6,866,977 | |||||||||||||
3,308,000 | Sumitomo Metal Industries Ltd | 14,613,274 | |||||||||||||
61,200 | T&D Holdings Inc | 3,211,237 | |||||||||||||
232,000 | Taisho Pharmaceutical Co Ltd | 4,921,061 | |||||||||||||
802,700 | Takeda Pharmaceutical Co Ltd | 41,933,279 | |||||||||||||
913,510 | Takefuji Corp | 12,099,557 |
See accompanying notes to the financial statements.
9
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
159,500 | TDK Corp | 9,239,759 | |||||||||||||
251,100 | Terumo Corp | 13,969,282 | |||||||||||||
2,833,000 | Tokyo Gas Co Ltd | 11,820,044 | |||||||||||||
858,500 | Tokyo Steel Manufacturing Co | 9,064,275 | |||||||||||||
896,000 | TonenGeneral Sekiyu KK | 7,209,335 | |||||||||||||
638,000 | Toppan Printing Co Ltd | 5,750,386 | |||||||||||||
1,479,000 | Tosoh Corp | 5,372,280 | |||||||||||||
292,000 | Toyo Engineering Corp | 1,522,089 | |||||||||||||
126,800 | Toyoda Gosei Co Ltd | 2,825,722 | |||||||||||||
122,900 | Toyota Boshoku Corp | 1,986,813 | |||||||||||||
200 | Toyota Industries Corp | 5,761 | |||||||||||||
321,100 | Toyota Motor Corp | 14,326,965 | |||||||||||||
274,900 | Toyota Tsusho Kaisha | 4,700,515 | |||||||||||||
206,000 | Trend Micro Inc | 6,971,738 | |||||||||||||
1,263,000 | Ube Industries Ltd | 4,515,175 | |||||||||||||
1,141,000 | UNY Co Ltd | 12,578,371 | |||||||||||||
37,506 | Yahoo Japan Corp | 14,374,204 | |||||||||||||
89,000 | Yamato Kogyo Co | 3,243,618 | |||||||||||||
Total Japan | 1,642,165,470 | ||||||||||||||
Netherlands — 3.5% | |||||||||||||||
4,238,988 | Aegon NV | 49,935,157 | |||||||||||||
11,644 | Gamma Holdings NV | 415,763 | |||||||||||||
442,871 | Heineken NV | 20,763,102 | |||||||||||||
4,080,278 | ING Groep NV | 127,118,098 | |||||||||||||
256,990 | Koninklijke DSM | 14,790,987 | |||||||||||||
429,906 | Reed Elsevier NV | 7,188,078 | |||||||||||||
132,565 | Royal Dutch Shell Group Class A (Amsterdam) | 4,613,423 | |||||||||||||
354,226 | Royal Dutch Shell Plc B Shares (London) | 12,180,566 | |||||||||||||
150,599 | TNT NV | 5,617,570 | |||||||||||||
Total Netherlands | 242,622,744 | ||||||||||||||
New Zealand — 0.1% | |||||||||||||||
2,964,080 | Telecom Corp of New Zealand | 6,784,295 |
See accompanying notes to the financial statements.
10
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Norway — 0.7% | |||||||||||||||
938,100 | DnB NOR ASA | 10,875,922 | |||||||||||||
998,300 | StatoilHydro ASA | 30,623,284 | |||||||||||||
153,240 | Yara International ASA | 9,488,229 | |||||||||||||
Total Norway | 50,987,435 | ||||||||||||||
Singapore — 1.9% | |||||||||||||||
241,000 | DBS Group Holdings Ltd | 3,047,326 | |||||||||||||
445,000 | Midas Holdings Ltd | 163,580 | |||||||||||||
2,384,000 | Neptune Orient Lines Ltd | 3,757,065 | |||||||||||||
2,870,000 | Oversea-Chinese Banking Corp | 16,263,637 | |||||||||||||
3,258,100 | Sembcorp Industries Ltd | 9,457,354 | |||||||||||||
4,795,000 | SembCorp Marine Ltd | 12,708,840 | |||||||||||||
1,251,000 | Singapore Exchange Ltd | 5,524,158 | |||||||||||||
1,302,000 | Singapore Petroleum Co | 4,891,837 | |||||||||||||
5,458,000 | Singapore Press Holdings Ltd | 15,787,969 | |||||||||||||
2,399,000 | Singapore Technologies Engineering Ltd | 4,738,916 | |||||||||||||
17,953,000 | Singapore Telecommunications | 44,309,532 | |||||||||||||
1,133,000 | United Overseas Bank Ltd | 15,080,521 | |||||||||||||
Total Singapore | 135,730,735 | ||||||||||||||
Spain — 1.7% | |||||||||||||||
118,893 | Gas Natural SDG SA | 5,508,089 | |||||||||||||
1,039,192 | Iberdrola SA | 12,521,559 | |||||||||||||
245,536 | Inditex SA | 11,419,095 | |||||||||||||
1,669,334 | Repsol YPF SA | 51,633,416 | |||||||||||||
1,435,552 | Telefonica SA | 35,470,331 | |||||||||||||
Total Spain | 116,552,490 | ||||||||||||||
Sweden — 1.2% | |||||||||||||||
469,575 | Hennes & Mauritz AB Class B | 23,270,114 | |||||||||||||
1,404,200 | Investor AB Class B | 29,565,172 | |||||||||||||
572,600 | SKF AB Class B | 8,671,588 | |||||||||||||
493,800 | Svenska Handelsbanken AB Class A | 11,881,621 | |||||||||||||
393,500 | Swedbank AB | 6,914,911 | |||||||||||||
Total Sweden | 80,303,406 |
See accompanying notes to the financial statements.
11
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Switzerland — 5.2% | |||||||||||||||
300,727 | ABB Ltd * | 7,376,148 | |||||||||||||
314,542 | Ciba Holding AG | 7,747,448 | |||||||||||||
255,426 | CIE Financiere Richemont SA Class A | 14,861,936 | |||||||||||||
2,110,825 | Nestle SA (Registered) | 93,002,050 | |||||||||||||
2,940,847 | Novartis AG (Registered) | 163,830,403 | |||||||||||||
98,319 | Roche Holding AG (Non Voting) | 16,544,968 | |||||||||||||
38,127 | Swatch Group AG | 8,961,003 | |||||||||||||
60,292 | Syngenta AG (Registered) | 16,176,921 | |||||||||||||
94,885 | Synthes Inc | 13,130,106 | |||||||||||||
1,026,910 | UBS AG (Registered) * | 22,321,012 | |||||||||||||
Total Switzerland | 363,951,995 | ||||||||||||||
United Kingdom — 20.6% | |||||||||||||||
1,932,712 | 3i Group Plc | 32,295,393 | |||||||||||||
1,169,791 | Alliance & Leicester Plc | 6,937,186 | |||||||||||||
147,855 | Anglo American Plc | 7,859,345 | |||||||||||||
1,780,975 | AstraZeneca Plc | 86,825,988 | |||||||||||||
392,870 | BAE Systems Plc | 3,428,821 | |||||||||||||
7,495,715 | Barclays Plc | 47,964,575 | |||||||||||||
1,095,110 | Barratt Developments Plc | 2,920,072 | |||||||||||||
3,661,044 | BG Group Plc | 81,206,899 | |||||||||||||
210,962 | BHP Billiton Plc | 6,570,611 | |||||||||||||
709,956 | British American Tobacco Plc | 23,985,264 | |||||||||||||
583,756 | British Energy Group Plc | 7,795,594 | |||||||||||||
876,734 | Cadbury Plc | 10,061,502 | |||||||||||||
682,752 | Capita Group Plc | 8,784,439 | |||||||||||||
1,697,398 | Cobham Plc | 7,095,395 | |||||||||||||
1,446,437 | Compass Group Plc | 9,625,837 | |||||||||||||
1,318,395 | Diageo Plc | 24,349,350 | |||||||||||||
381,524 | Drax Group Plc | 5,174,925 | |||||||||||||
14,242,901 | DSG International Plc | 12,797,001 | |||||||||||||
401,044 | FirstGroup Plc | 4,419,959 | |||||||||||||
1,030,447 | Game Group Plc | 5,056,895 | |||||||||||||
14,203,841 | GlaxoSmithKline Plc | 334,227,828 | |||||||||||||
9,486,268 | HBOS Plc | 54,298,746 |
See accompanying notes to the financial statements.
12
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
3,502,880 | Home Retail Group | 16,127,162 | |||||||||||||
356,060 | HSBC Holdings Plc | 5,602,483 | |||||||||||||
186,890 | Imperial Tobacco Group Plc | 6,161,913 | |||||||||||||
4,451,832 | Kingfisher Plc | 10,753,216 | |||||||||||||
1,250,069 | Lloyds TSB Group Plc | 6,898,957 | |||||||||||||
321,740 | London Stock Exchange | 4,623,486 | |||||||||||||
469,584 | Man Group Plc | 4,838,862 | |||||||||||||
504,514 | Next Plc | 9,734,715 | |||||||||||||
6,493,475 | Old Mutual Plc | 11,483,899 | |||||||||||||
248,399 | Reckitt Benckiser Group Plc | 12,557,656 | |||||||||||||
581,886 | Reed Elsevier Plc | 6,650,426 | |||||||||||||
986,447 | Rio Tinto Plc | 93,642,172 | |||||||||||||
32,588,869 | Royal Bank of Scotland Group | 138,602,859 | |||||||||||||
3,296,194 | Royal Dutch Shell Plc A Shares (London) | 115,193,132 | |||||||||||||
1,438,161 | Sage Group Plc | 5,483,500 | |||||||||||||
343,931 | Scottish & Southern Energy Plc | 9,058,892 | |||||||||||||
10,211,322 | Signet Group Plc | 11,657,765 | |||||||||||||
932,781 | Smith & Nephew Plc | 11,193,716 | |||||||||||||
2,881,273 | Taylor Woodrow Plc | 2,831,948 | |||||||||||||
1,418,284 | Tesco Plc | 9,830,675 | |||||||||||||
590,487 | United Utilities Group Plc | 7,683,123 | |||||||||||||
47,957,526 | Vodafone Group Inc | 122,553,224 | |||||||||||||
1,036,841 | William Hill Plc | 5,333,785 | |||||||||||||
1,057,111 | Wolseley Plc | 8,529,473 | |||||||||||||
232,828 | Xstrata Plc | 12,980,893 | |||||||||||||
Total United Kingdom | 1,433,689,557 | ||||||||||||||
TOTAL COMMON STOCKS (COST $6,986,446,024) | 6,492,687,834 |
See accompanying notes to the financial statements.
13
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
PREFERRED STOCKS — 0.2% | |||||||||||||||
Germany — 0.2% | |||||||||||||||
9,049 | Villeroy & Boch AG (Non Voting) 5.38% | 102,182 | |||||||||||||
103,177 | Volkswagen AG 1.73% | 15,904,324 | |||||||||||||
Total Germany | 16,006,506 | ||||||||||||||
TOTAL PREFERRED STOCKS (COST $3,885,570) | 16,006,506 | ||||||||||||||
RIGHTS AND WARRANTS — 0.0% | |||||||||||||||
France — 0.0% | |||||||||||||||
2 | Suez Environnement SA Rights, Expires 08/28/09 * | 15 | |||||||||||||
TOTAL RIGHTS AND WARRANTS (COST $14) | 15 | ||||||||||||||
SHORT-TERM INVESTMENTS — 4.8% | |||||||||||||||
11,000,000 | HBOS Treasury Services Time Deposit, 2.05%, due 09/02/08 | 11,000,000 | |||||||||||||
321,800,000 | ING Bank Time Deposit, 2.08%, due 09/02/08 | 321,800,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $332,800,000) | 332,800,000 | ||||||||||||||
TOTAL INVESTMENTS — 98.3% (Cost $7,323,131,608) | 6,841,494,355 | ||||||||||||||
Other Assets and Liabilities (net) — 1.7% | 121,427,333 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 6,962,921,688 |
See accompanying notes to the financial statements.
14
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | CAD | 47,937,236 | $ | 45,108,270 | $ | (777,724 | ) | ||||||||||||
11/21/08 | CHF | 74,963,201 | 68,131,022 | (114,748 | ) | ||||||||||||||
11/21/08 | CHF | 74,963,201 | 68,131,022 | (136,500 | ) | ||||||||||||||
11/21/08 | CHF | 74,963,201 | 68,131,022 | (157,147 | ) | ||||||||||||||
11/21/08 | CHF | 74,963,201 | 68,131,022 | (115,369 | ) | ||||||||||||||
11/21/08 | CHF | 74,963,201 | 68,131,022 | (99,840 | ) | ||||||||||||||
11/21/08 | CHF | 74,963,201 | 68,131,022 | (91,767 | ) | ||||||||||||||
11/21/08 | CHF | 74,963,201 | 68,131,022 | (153,104 | ) | ||||||||||||||
11/21/08 | HKD | 432,596,250 | 55,511,789 | (25,454 | ) | ||||||||||||||
11/21/08 | JPY | 5,266,590,057 | 48,614,258 | 580,274 | |||||||||||||||
11/21/08 | JPY | 5,266,590,057 | 48,614,258 | 551,343 | |||||||||||||||
11/21/08 | JPY | 5,266,590,057 | 48,614,258 | 599,105 | |||||||||||||||
11/21/08 | JPY | 5,266,590,057 | 48,614,258 | 598,667 | |||||||||||||||
11/21/08 | JPY | 5,266,590,057 | 48,614,258 | 594,289 | |||||||||||||||
11/21/08 | JPY | 5,266,590,057 | 48,614,258 | 614,771 | |||||||||||||||
11/21/08 | JPY | 5,266,590,057 | 48,614,258 | 592,363 | |||||||||||||||
11/21/08 | NOK | 252,492,105 | 46,193,932 | (1,917,214 | ) | ||||||||||||||
11/21/08 | NZD | 13,225,648 | 9,149,779 | (166,368 | ) | ||||||||||||||
11/21/08 | NZD | 13,626,425 | 9,427,045 | (163,778 | ) | ||||||||||||||
11/21/08 | NZD | 13,225,648 | 9,149,779 | (166,235 | ) | ||||||||||||||
11/21/08 | SEK | 283,984,430 | 43,810,960 | (609,880 | ) | ||||||||||||||
11/21/08 | SEK | 283,984,430 | 43,810,960 | (593,523 | ) | ||||||||||||||
11/21/08 | SEK | 283,984,430 | 43,810,960 | (651,923 | ) | ||||||||||||||
11/21/08 | SEK | 283,984,430 | 43,810,960 | (572,689 | ) | ||||||||||||||
11/21/08 | SEK | 283,984,430 | 43,810,960 | (655,696 | ) | ||||||||||||||
11/21/08 | SEK | 283,984,430 | 43,810,960 | (584,499 | ) | ||||||||||||||
11/21/08 | SEK | 283,984,430 | 43,810,960 | (659,791 | ) | ||||||||||||||
11/21/08 | SGD | 35,450,931 | 25,101,218 | (87,734 | ) | ||||||||||||||
11/21/08 | SGD | 35,450,931 | 25,101,218 | (81,651 | ) | ||||||||||||||
11/21/08 | SGD | 35,450,931 | 25,101,218 | (81,364 | ) | ||||||||||||||
11/21/08 | SGD | 35,450,931 | 25,101,218 | (78,789 | ) | ||||||||||||||
11/21/08 | SGD | 35,450,931 | 25,101,218 | (67,169 | ) |
See accompanying notes to the financial statements.
15
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Currency Contracts — Continued
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
11/21/08 | SGD | 35,450,931 | $ | 25,101,218 | $ | (88,629 | ) | ||||||||||||
11/21/08 | SGD | 35,450,931 | 25,101,218 | (70,117 | ) | ||||||||||||||
$ | 1,474,142,800 | $ | (4,837,890 | ) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 31,840,813 | $ | 27,081,896 | $ | 405,546 | |||||||||||||
11/21/08 | AUD | 31,840,813 | 27,081,896 | 394,497 | |||||||||||||||
11/21/08 | AUD | 31,840,813 | 27,081,896 | 398,987 | |||||||||||||||
11/21/08 | AUD | 31,840,813 | 27,081,896 | 399,273 | |||||||||||||||
11/21/08 | AUD | 31,840,813 | 27,081,896 | 379,850 | |||||||||||||||
11/21/08 | AUD | 31,840,813 | 27,081,896 | 391,313 | |||||||||||||||
11/21/08 | AUD | 31,840,813 | 27,081,896 | 304,005 | |||||||||||||||
11/21/08 | CAD | 15,974,818 | 15,032,081 | 44,476 | |||||||||||||||
11/21/08 | CAD | 16,458,903 | 15,487,598 | 42,745 | |||||||||||||||
11/21/08 | CAD | 15,974,818 | 15,032,081 | 29,408 | |||||||||||||||
11/21/08 | EUR | 24,466,141 | 35,742,227 | 51,738 | |||||||||||||||
11/21/08 | EUR | 24,466,141 | 35,742,227 | 73,268 | |||||||||||||||
11/21/08 | EUR | 24,466,141 | 35,742,227 | 55,652 | |||||||||||||||
11/21/08 | EUR | 24,466,141 | 35,742,227 | 70,821 | |||||||||||||||
11/21/08 | EUR | 46,561,926 | 68,021,635 | 1,720,863 | |||||||||||||||
11/21/08 | EUR | 24,466,141 | 35,742,227 | 109,551 | |||||||||||||||
11/21/08 | EUR | 24,466,141 | 35,742,227 | 31,064 | |||||||||||||||
11/21/08 | GBP | 31,417,184 | 56,939,593 | 1,333,094 | |||||||||||||||
11/21/08 | GBP | 31,417,184 | 56,939,593 | 1,314,778 | |||||||||||||||
11/21/08 | GBP | 31,417,184 | 56,939,593 | 1,297,373 | |||||||||||||||
11/21/08 | GBP | 31,417,184 | 56,939,593 | 1,310,065 | |||||||||||||||
11/21/08 | GBP | 42,454,184 | 76,942,733 | 1,628,489 | |||||||||||||||
11/21/08 | GBP | 31,417,184 | 56,939,593 | 1,305,667 | |||||||||||||||
11/21/08 | GBP | 39,791,184 | 72,116,388 | 1,711,713 | |||||||||||||||
11/21/08 | HKD | 143,107,412 | 18,363,887 | (14,430 | ) | ||||||||||||||
11/21/08 | HKD | 143,107,412 | 18,363,887 | (14,409 | ) | ||||||||||||||
11/21/08 | HKD | 147,444,001 | 18,920,368 | (17,291 | ) | ||||||||||||||
11/21/08 | JPY | 3,866,082,993 | 35,686,612 | 300,217 | |||||||||||||||
11/21/08 | JPY | 2,197,400,000 | 20,283,517 | (172,593 | ) | ||||||||||||||
11/21/08 | NOK | 83,516,503 | 15,279,510 | (18,943 | ) |
See accompanying notes to the financial statements.
16
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Currency Contracts — Continued
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
11/21/08 | NOK | 83,516,503 | $ | 15,279,510 | $ | 8,601 | |||||||||||||
11/21/08 | NOK | 86,047,306 | 15,742,525 | (9,456 | ) | ||||||||||||||
11/21/08 | NZD | 39,976,770 | 27,656,762 | 833,842 | |||||||||||||||
$ | 1,136,933,693 | $ | 15,699,774 |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
251 | CAC 40 | September 2008 | $ | 16,515,095 | $ | (85,536 | ) | ||||||||||||
775 | DAX | September 2008 | 182,951,679 | (11,938,557 | ) | ||||||||||||||
730 | E-Mini MSCI EAFE | September 2008 | 65,882,500 | 1,119,090 | |||||||||||||||
1,448 | MSCI Singapore | September 2008 | 69,383,014 | 1,017,913 | |||||||||||||||
182 | S&P/MIB | September 2008 | 38,492,502 | 841,388 | |||||||||||||||
1,594 | TOPIX Index | September 2008 | 183,897,726 | (12,861,875 | ) | ||||||||||||||
$ | 557,122,516 | $ | (21,907,577 | ) | |||||||||||||||
Sales | |||||||||||||||||||
1,161 | FTSE 100 | September 2008 | $ | 119,540,835 | $ | (3,120,269 | ) | ||||||||||||
293 | IBEX 35 | September 2008 | 50,405,850 | 809,566 | |||||||||||||||
58 | S&P Toronto 60 | September 2008 | 8,985,685 | 788,489 | |||||||||||||||
407 | SPI 200 | September 2008 | 44,944,530 | (472,069 | ) | ||||||||||||||
$ | 223,876,900 | $ | (1,994,283 | ) |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
17
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
ADR - American Depositary Receipt
* Non income-producing security.
As of August 31, 2008, 89.78% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
See accompanying notes to the financial statements.
18
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $7,323,131,608) (Note 2) | $ | 6,841,494,355 | |||||
Cash | 43,092 | ||||||
Foreign currency, at value (cost $7,113,838) (Note 2) | 7,082,121 | ||||||
Receivable for Fund shares sold | 22,316,045 | ||||||
Dividends and interest receivable | 18,000,307 | ||||||
Foreign taxes receivable | 2,706,481 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 20,077,708 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 61,919,000 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 4,436,123 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 277,841 | ||||||
Total assets | 6,978,353,073 | ||||||
Liabilities: | |||||||
Payable for Fund shares repurchased | 1,517,272 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 2,963,716 | ||||||
Shareholder service fee | 709,176 | ||||||
Administration fee – Class M | 2,840 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 15,322 | ||||||
Payable for 12b-1 fee – Class M | 7,264 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 9,215,824 | ||||||
Accrued expenses | 999,971 | ||||||
Total liabilities | 15,431,385 | ||||||
Net assets | $ | 6,962,921,688 |
See accompanying notes to the financial statements.
19
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 7,200,868,239 | |||||
Accumulated undistributed net investment income | 122,867,108 | ||||||
Accumulated net realized gain | 134,709,480 | ||||||
Net unrealized depreciation | (495,523,139 | ) | |||||
$ | 6,962,921,688 | ||||||
Net assets attributable to: | |||||||
Class II shares | $ | 453,518,878 | |||||
Class III shares | $ | 2,461,500,574 | |||||
Class IV shares | $ | 4,031,280,916 | |||||
Class M shares | $ | 16,621,320 | |||||
Shares outstanding: | |||||||
Class II | 17,957,592 | ||||||
Class III | 96,442,996 | ||||||
Class IV | 157,992,958 | ||||||
Class M | 660,712 | ||||||
Net asset value per share: | |||||||
Class II | $ | 25.25 | |||||
Class III | $ | 25.52 | |||||
Class IV | $ | 25.52 | |||||
Class M | $ | 25.16 |
See accompanying notes to the financial statements.
20
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $17,631,868) | $ | 168,796,149 | |||||
Securities lending income | 6,544,342 | ||||||
Interest | 2,835,091 | ||||||
Total investment income | 178,175,582 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 19,488,261 | ||||||
Shareholder service fee – Class II (Note 3) | 547,695 | ||||||
Shareholder service fee – Class III (Note 3) | 1,959,353 | ||||||
Shareholder service fee – Class IV (Note 3) | 1,921,220 | ||||||
12b-1 fee – Class M (Note 3) | 22,968 | ||||||
Administration fee – Class M (Note 3) | 18,375 | ||||||
Custodian and fund accounting agent fees | 1,540,816 | ||||||
Transfer agent fees | 37,444 | ||||||
Audit and tax fees | 46,736 | ||||||
Legal fees | 85,284 | ||||||
Trustees fees and related expenses (Note 3) | 39,871 | ||||||
Registration fees | 13,156 | ||||||
Miscellaneous | 61,180 | ||||||
Total expenses | 25,782,359 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (1,763,736 | ) | |||||
Expense reductions (Note 2) | (7,417 | ) | |||||
Net expenses | 24,011,206 | ||||||
Net investment income (loss) | 154,164,376 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 199,742,575 | ||||||
Closed futures contracts | (49,697,797 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (11,687,812 | ) | |||||
Net realized gain (loss) | 138,356,966 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (908,883,084 | ) | |||||
Open futures contracts | 31,283,307 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (14,361,534 | ) | |||||
Net unrealized gain (loss) | (891,961,311 | ) | |||||
Net realized and unrealized gain (loss) | (753,604,345 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (599,439,969 | ) |
See accompanying notes to the financial statements.
21
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 154,164,376 | $ | 218,038,494 | |||||||
Net realized gain (loss) | 138,356,966 | 1,274,521,119 | |||||||||
Change in net unrealized appreciation (depreciation) | (891,961,311 | ) | (1,522,423,988 | ) | |||||||
Net increase (decrease) in net assets from operations | (599,439,969 | ) | (29,864,375 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class II | (7,511,839 | ) | (12,407,304 | ) | |||||||
Class III | (41,029,341 | ) | (65,215,261 | ) | |||||||
Class IV | (66,497,886 | ) | (109,936,051 | ) | |||||||
Class M | (277,516 | ) | (443,458 | ) | |||||||
Total distributions from net investment income | (115,316,582 | ) | (188,002,074 | ) | |||||||
Net realized gains | |||||||||||
Class II | (26,461,563 | ) | (69,248,911 | ) | |||||||
Class III | (143,314,754 | ) | (349,607,893 | ) | |||||||
Class IV | (230,830,432 | ) | (574,842,698 | ) | |||||||
Class M | (1,002,702 | ) | (2,604,560 | ) | |||||||
Total distributions from net realized gains | (401,609,451 | ) | (996,304,062 | ) | |||||||
(516,926,033 | ) | (1,184,306,136 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class II | 15,922,664 | 29,246,584 | |||||||||
Class III | 246,052,089 | 350,165,933 | |||||||||
Class IV | 540,628,844 | 254,901,122 | |||||||||
Class M | 720,902 | 4,852,998 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | 803,324,499 | 639,166,637 | |||||||||
Total increase (decrease) in net assets | (313,041,503 | ) | (575,003,874 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 7,275,963,191 | 7,850,967,065 | |||||||||
End of period (including accumulated undistributed net investment income of $122,867,108 and $84,019,314, respectively) | $ | 6,962,921,688 | $ | 7,275,963,191 |
See accompanying notes to the financial statements.
22
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class II share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 29.69 | $ | 34.99 | $ | 32.35 | $ | 29.04 | $ | 24.18 | $ | 16.04 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.60 | 0.93 | 0.79 | 0.65 | 0.49 | 0.44 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.96 | ) | (0.86 | ) | 5.60 | 4.45 | 5.07 | 8.31 | |||||||||||||||||||
Total from investment operations | (2.36 | ) | 0.07 | 6.39 | 5.10 | 5.56 | 8.75 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.46 | ) | (0.83 | ) | (0.54 | ) | (0.36 | ) | (0.66 | ) | (0.61 | ) | |||||||||||||||
From net realized gains | (1.62 | ) | (4.54 | ) | (3.21 | ) | (1.43 | ) | (0.04 | ) | — | ||||||||||||||||
Total distributions | (2.08 | ) | (5.37 | ) | (3.75 | ) | (1.79 | ) | (0.70 | ) | (0.61 | ) | |||||||||||||||
Net asset value, end of period | $ | 25.25 | $ | 29.69 | $ | 34.99 | $ | 32.35 | $ | 29.04 | $ | 24.18 | |||||||||||||||
Total Return(a) | (8.14 | )%** | (1.11 | )% | 20.46 | % | 18.16 | % | 23.17 | % | 54.99 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 453,519 | $ | 510,006 | $ | 564,440 | $ | 567,313 | $ | 231,695 | $ | 85,625 | |||||||||||||||
Net expenses to average daily net assets | 0.75 | %(b)* | 0.76 | % | 0.76 | % | 0.76 | % | 0.76 | % | 0.76 | % | |||||||||||||||
Net investment income to average daily net assets | 2.08 | %(c)** | 2.59 | % | 2.32 | % | 2.16 | % | 1.88 | % | 2.15 | % | |||||||||||||||
Portfolio turnover rate | 26 | %** | 47 | % | 36 | % | 38 | % | 46 | % | 44 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.04 | % | 0.06 | % | 0.07 | % | 0.09 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
23
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 29.97 | $ | 35.28 | $ | 32.59 | $ | 29.23 | $ | 24.32 | $ | 16.13 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.61 | 0.94 | 0.81 | 0.72 | 0.59 | 0.45 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.98 | ) | (0.86 | ) | 5.66 | 4.44 | 5.02 | 8.36 | |||||||||||||||||||
Total from investment operations | (2.37 | ) | 0.08 | 6.47 | 5.16 | 5.61 | 8.81 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.46 | ) | (0.85 | ) | (0.57 | ) | (0.37 | ) | (0.66 | ) | (0.62 | ) | |||||||||||||||
From net realized gains | (1.62 | ) | (4.54 | ) | (3.21 | ) | (1.43 | ) | (0.04 | ) | — | ||||||||||||||||
Total distributions | (2.08 | ) | (5.39 | ) | (3.78 | ) | (1.80 | ) | (0.70 | ) | (0.62 | ) | |||||||||||||||
Net asset value, end of period | $ | 25.52 | $ | 29.97 | $ | 35.28 | $ | 32.59 | $ | 29.23 | $ | 24.32 | |||||||||||||||
Total Return(a) | (8.09 | )%** | (1.06 | )% | 20.54 | % | 18.26 | % | 23.28 | % | 55.05 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 2,461,501 | $ | 2,615,878 | $ | 2,703,050 | $ | 2,795,610 | $ | 1,804,485 | $ | 1,350,850 | |||||||||||||||
Net expenses to average daily net assets | 0.68 | %(b)* | 0.69 | % | 0.69 | % | 0.69 | % | 0.69 | % | 0.69 | % | |||||||||||||||
Net investment income to average daily net assets | 2.08 | %(c)** | 2.61 | % | 2.36 | % | 2.39 | % | 2.30 | % | 2.22 | % | |||||||||||||||
Portfolio turnover rate | 26 | %** | 47 | % | 36 | % | 38 | % | 46 | % | 44 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.04 | % | 0.06 | % | 0.07 | % | 0.09 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
24
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 29.96 | $ | 35.26 | $ | 32.58 | $ | 29.22 | $ | 24.31 | $ | 16.12 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.62 | 0.96 | 0.80 | 0.74 | 0.54 | 0.43 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.97 | ) | (0.85 | ) | 5.68 | 4.43 | 5.09 | 8.39 | |||||||||||||||||||
Total from investment operations | (2.35 | ) | 0.11 | 6.48 | 5.17 | 5.63 | 8.82 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.47 | ) | (0.87 | ) | (0.59 | ) | (0.38 | ) | (0.68 | ) | (0.63 | ) | |||||||||||||||
From net realized gains | (1.62 | ) | (4.54 | ) | (3.21 | ) | (1.43 | ) | (0.04 | ) | — | ||||||||||||||||
Total distributions | (2.09 | ) | (5.41 | ) | (3.80 | ) | (1.81 | ) | (0.72 | ) | (0.63 | ) | |||||||||||||||
Net asset value, end of period | $ | 25.52 | $ | 29.96 | $ | 35.26 | $ | 32.58 | $ | 29.22 | $ | 24.31 | |||||||||||||||
Total Return(a) | (8.04 | )%** | (0.98 | )% | 20.61 | % | 18.32 | % | 23.37 | % | 55.15 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 4,031,281 | $ | 4,131,392 | $ | 4,566,106 | $ | 3,150,741 | $ | 2,193,988 | $ | 863,612 | |||||||||||||||
Net expenses to average daily net assets | 0.62 | %(b)* | 0.63 | % | 0.63 | % | 0.63 | % | 0.63 | % | 0.63 | % | |||||||||||||||
Net investment income to average daily net assets | 2.12 | %(c)** | 2.67 | % | 2.32 | % | 2.45 | % | 2.06 | % | 2.08 | % | |||||||||||||||
Portfolio turnover rate | 26 | %** | 47 | % | 36 | % | 38 | % | 46 | % | 44 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.04 | % | 0.06 | % | 0.07 | % | 0.09 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
25
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class M share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004(a) | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 29.60 | $ | 34.93 | $ | 32.28 | $ | 28.98 | $ | 24.15 | $ | 20.92 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.56 | 0.79 | 0.68 | 0.61 | 0.44 | 0.01 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.93 | ) | (0.81 | ) | 5.62 | 4.41 | 5.04 | 3.73 | |||||||||||||||||||
Total from investment operations | (2.37 | ) | (0.02 | ) | 6.30 | 5.02 | 5.48 | 3.74 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.45 | ) | (0.77 | ) | (0.44 | ) | (0.29 | ) | (0.61 | ) | (0.51 | ) | |||||||||||||||
From net realized gains | (1.62 | ) | (4.54 | ) | (3.21 | ) | (1.43 | ) | (0.04 | ) | — | ||||||||||||||||
Total distributions | (2.07 | ) | (5.31 | ) | (3.65 | ) | (1.72 | ) | (0.65 | ) | (0.51 | ) | |||||||||||||||
Net asset value, end of period | $ | 25.16 | $ | 29.60 | $ | 34.93 | $ | 32.28 | $ | 28.98 | $ | 24.15 | |||||||||||||||
Total Return(b) | (8.20 | )%** | (1.36 | )% | 20.18 | % | 17.92 | % | 22.88 | % | 18.06 | %** | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 16,621 | $ | 18,687 | $ | 17,371 | $ | 29,984 | $ | 18,347 | $ | 7,408 | |||||||||||||||
Net expenses to average daily net assets | 0.98 | %(c)* | 0.99 | % | 0.99 | % | 0.99 | % | 0.99 | % | 0.99 | %* | |||||||||||||||
Net investment income to average daily net assets | 1.94 | %(d)** | 2.22 | % | 2.00 | % | 2.07 | % | 1.72 | % | 0.12 | %* | |||||||||||||||
Portfolio turnover rate | 26 | %** | 47 | % | 36 | % | 38 | % | 46 | % | 44 | %†† | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.04 | % | 0.06 | % | 0.07 | % | 0.09 | %* |
(a) Period from October 2, 2003 (commencement of operations) through February 29, 2004.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(d) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for year ended February 29, 2004.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
26
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO International Intrinsic Value Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the S&P/Citigroup Primary Market Index ("PMI") Europe, Pacific, Asia Composite ("EPAC") Value Index. The Fund typically makes equity investments in companies from developed countries, other than the U.S.
Throughout the period ended August 31, 2008, the Fund had four classes of shares outstanding: Class II, Class III, Class IV and Class M. Class M shares bear an administration fee and a 12b-1 fee while classes II, III, and IV bear a shareholder service fee (See Note 3). The principal economic difference among the classes of shares is the type and level of fees borne by the classes.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold.
27
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 590,146,039 | $ | 11,658,567 | |||||||
Level 2 - Other Significant Observable Inputs | 6,251,348,316 | 20,077,708 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 6,841,494,355 | $ | 31,736,275 |
* Other financial instruments include foreign currency, forward currency contracts and futures contracts.
28
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (28,478,306 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (9,215,824 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (37,694,130 | ) |
** Other financial instruments include forward currency contracts and futures contracts.
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
29
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to
30
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the
31
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. The Fund had no securities on loan at Aug ust 31, 2008.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes
32
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 7,334,491,352 | $ | 410,211,170 | $ | (903,208,167 | ) | $ | (492,996,997 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class's operations.
33
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
Effective June 30, 2008, GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.50% of average daily net assets. For the period from March 1, 2008 through June 29, 2008, the management fee rate was 0.54% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.22% for Class II shares, 0.15% for Class III shares, and 0.09% for Class IV shares.
Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of average daily Class M net assets. Pursuant to a Rule 12b-1 distribution plan adopted by the Fund, Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily Class M net assets for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or for the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund's average daily Class M net assets.
34
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.50% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, administration and distribution (12b-1) fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of invest ment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $35,915 and $20,700, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $2,115,972,095 and $1,814,630,744, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 10.73% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. The shareholder is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, 0.24% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 57.42% of the Fund's shares were held by accounts for which the Manager has investment discretion.
35
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class II: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 969,511 | $ | 25,830,462 | 2,870,488 | $ | 104,261,777 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,188,415 | 30,803,710 | 2,225,434 | 73,788,974 | |||||||||||||||
Shares repurchased | (1,378,996 | ) | (40,711,508 | ) | (4,046,894 | ) | (148,804,167 | ) | |||||||||||
Net increase (decrease) | 778,930 | $ | 15,922,664 | 1,049,028 | $ | 29,246,584 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 7,751,130 | $ | 224,494,514 | 11,261,644 | $ | 401,290,984 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 6,818,384 | 178,641,651 | 12,081,961 | 403,817,120 | |||||||||||||||
Shares repurchased | (5,401,054 | ) | (157,084,076 | ) | (12,684,964 | ) | (454,942,171 | ) | |||||||||||
Net increase (decrease) | 9,168,460 | $ | 246,052,089 | 10,658,641 | $ | 350,165,933 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 20,344,280 | $ | 572,914,780 | 25,699,917 | $ | 891,693,160 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 10,749,483 | 281,528,965 | 19,888,170 | 664,131,421 | |||||||||||||||
Shares repurchased | (11,001,335 | ) | (313,814,901 | ) | (37,173,406 | ) | (1,300,923,459 | ) | |||||||||||
Net increase (decrease) | 20,092,428 | $ | 540,628,844 | 8,414,681 | $ | 254,901,122 |
36
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class M: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 56,006 | $ | 1,611,567 | 245,514 | $ | 9,021,667 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 49,563 | 1,280,218 | 92,415 | 3,048,018 | |||||||||||||||
Shares repurchased | (76,112 | ) | (2,170,883 | ) | (204,043 | ) | (7,216,687 | ) | |||||||||||
Net increase (decrease) | 29,457 | $ | 720,902 | 133,886 | $ | 4,852,998 |
37
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement, including the fact that the fees payable under the agreement were being reduced in connection with the renewal of the agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account
38
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's s ervicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
39
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
40
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $35,000,000 account value divided by $1,000 = 35,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
41
GMO International Intrinsic Value Fund
(A Series of GMO Trust)
Fund Expenses — (Continued)
August 31, 2008 (Unaudited)
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class II | |||||||||||||||||||
1) Actual | 0.75 | % | $ | 1,000.00 | $ | 918.60 | $ | 3.63 | |||||||||||
2) Hypothetical | 0.75 | % | $ | 1,000.00 | $ | 1,021.42 | $ | 3.82 | |||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.68 | % | $ | 1,000.00 | $ | 919.10 | $ | 3.29 | |||||||||||
2) Hypothetical | 0.68 | % | $ | 1,000.00 | $ | 1,021.78 | $ | 3.47 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.62 | % | $ | 1,000.00 | $ | 919.60 | $ | 3.00 | |||||||||||
2) Hypothetical | 0.62 | % | $ | 1,000.00 | $ | 1,022.08 | $ | 3.16 | |||||||||||
Class M | |||||||||||||||||||
1) Actual | 0.98 | % | $ | 1,000.00 | $ | 918.00 | $ | 4.74 | |||||||||||
2) Hypothetical | 0.98 | % | $ | 1,000.00 | $ | 1,020.27 | $ | 4.99 |
* Expenses are calculated using each Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
42
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 94.6 | % | |||||
Short-Term Investments | 7.0 | ||||||
Options Purchased | 1.1 | ||||||
Preferred Stocks | 0.2 | ||||||
Loan Participations | 0.2 | ||||||
Loan Assignments | 0.1 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Futures | (0.0 | ) | |||||
Reverse Repurchase Agreements | (0.3 | ) | |||||
Written Options | (0.5 | ) | |||||
Forward Currency Contracts | (0.8 | ) | |||||
Swaps | (1.1 | ) | |||||
Other | (0.5 | ) | |||||
100.0 | % | ||||||
Country / Region Summary** | % of Investments | ||||||
United States | 93.2 | % | |||||
Euro Region*** | 8.5 | ||||||
Switzerland | 8.3 | ||||||
Emerging | 2.6 | ||||||
Canada | 0.4 | ||||||
Sweden | (0.1 | ) | |||||
Japan | (1.2 | ) | |||||
Australia | (3.8 | ) | |||||
United Kingdom | (7.9 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value / Principal Amount | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 8.8% | |||||||||||||||
Albania — 0.8% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 15,681,227 | Republic of Albania Par Bond, Zero Coupon, due 08/31/25 (a) (b) | 6,619,242 | ||||||||||||
United States — 8.0% | |||||||||||||||
Corporate Debt — 3.1% | |||||||||||||||
USD | 5,000,000 | Eastman Chemical Co., 7.25%, due 01/15/24 | 5,018,475 | ||||||||||||
USD | 10,000,000 | General Electric Capital Corp. MTN, 5.88%, due 02/15/12 | 10,371,600 | ||||||||||||
USD | 5,000,000 | Target Corp, 4.00%, due 06/15/13 | 4,829,240 | ||||||||||||
USD | 5,000,000 | Verizon Global Funding Corp, 4.38%, due 06/01/13 | 4,825,600 | ||||||||||||
25,044,915 | |||||||||||||||
U.S. Government — 4.9% | |||||||||||||||
USD | 12,000,000 | U.S. Treasury Note, 3.13%, due 10/15/08 (c) | 12,020,625 | ||||||||||||
USD | 10,100,000 | U.S. Treasury Receipts, 0.00%, due 02/15/10 (b) | 9,700,875 | ||||||||||||
USD | 10,100,000 | U.S. Treasury Receipts, 0.00%, due 02/15/12 (b) | 8,931,260 | ||||||||||||
USD | 10,100,000 | U.S. Treasury Receipts, 0.00%, due 08/15/12 (b) | 8,735,536 | ||||||||||||
39,388,296 | |||||||||||||||
Total United States | 64,433,211 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $67,946,893) | 71,052,453 | ||||||||||||||
OPTIONS PURCHASED — 0.2% | |||||||||||||||
Currency Options — 0.2% | |||||||||||||||
JPY | 4,673,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 942,637 | ||||||||||||
JPY | 4,629,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 933,716 | ||||||||||||
Total Currency Options | 1,876,353 | ||||||||||||||
TOTAL OPTIONS PURCHASED (COST $2,837,950) | 1,876,353 |
See accompanying notes to the financial statements.
2
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
PREFERRED STOCKS — 0.2% | |||||||||||||||
United States — 0.2% | |||||||||||||||
10,000 | Home Ownership Funding 2 Preferred 144A, 1.00% | 1,536,200 | |||||||||||||
TOTAL PREFERRED STOCKS (COST $2,138,851) | 1,536,200 | ||||||||||||||
MUTUAL FUNDS — 91.0% | |||||||||||||||
United States — 91.0% | |||||||||||||||
Affiliated Issuers | |||||||||||||||
2,617,658 | GMO Emerging Country Debt Fund, Class IV | 24,972,457 | |||||||||||||
23,255,328 | GMO Short-Duration Collateral Fund | 546,965,309 | |||||||||||||
93,858 | GMO Special Purpose Holding Fund (b) (d) | 68,517 | |||||||||||||
6,063,479 | GMO World Opportunity Overlay Fund | 160,318,382 | |||||||||||||
Total United States | 732,324,665 | ||||||||||||||
TOTAL MUTUAL FUNDS (COST $775,193,453) | 732,324,665 | ||||||||||||||
SHORT-TERM INVESTMENTS — 1.4% | |||||||||||||||
Money Market Funds — 0.1% | |||||||||||||||
993,363 | State Street Institutional Liquid Cash Reserves Fund-Institutional Class | 993,363 | |||||||||||||
Other Short-Term Investments — 1.3% | |||||||||||||||
6,000,000 | U.S. Treasury Bill, 1.71%, due 12/11/08 (c) (e) | 5,971,416 | |||||||||||||
4,000,000 | U.S. Treasury Bill, 1.98%, due 10/16/08 (e) | 3,990,025 | |||||||||||||
9,961,441 | |||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $10,946,523) | 10,954,804 | ||||||||||||||
TOTAL INVESTMENTS — 101.6% (Cost $859,063,670) | 817,744,475 | ||||||||||||||
Other Assets and Liabilities (net) — (1.6%) | (12,530,792 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 805,213,683 |
See accompanying notes to the financial statements.
3
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
9/09/08 | AUD | 44,800,000 | $ | 38,436,727 | $ | (4,347,273 | ) | ||||||||||||
9/16/08 | CAD | 10,300,000 | 9,698,505 | (156,068 | ) | ||||||||||||||
10/07/08 | CHF | 11,100,000 | 10,084,435 | (122,555 | ) | ||||||||||||||
10/07/08 | CHF | 9,100,000 | 8,267,419 | (4,857 | ) | ||||||||||||||
10/21/08 | EUR | 51,900,000 | 75,945,140 | (3,813,223 | ) | ||||||||||||||
10/21/08 | EUR | 9,900,000 | 14,486,645 | (188,521 | ) | ||||||||||||||
9/23/08 | GBP | 13,800,000 | 25,116,981 | (2,400,219 | ) | ||||||||||||||
10/28/08 | JPY | 1,320,000,000 | 12,167,266 | 86,876 | |||||||||||||||
10/14/08 | NZD | 15,900,000 | 11,058,966 | (269,784 | ) | ||||||||||||||
$ | 205,262,084 | $ | (11,215,624 | ) | |||||||||||||||
Sales | |||||||||||||||||||
9/09/08 | AUD | 4,200,000 | $ | 3,603,443 | $ | 456,277 | |||||||||||||
9/09/08 | AUD | 42,600,000 | 36,549,211 | 269,613 | |||||||||||||||
9/09/08 | AUD | 11,000,000 | 9,437,590 | 105,900 | |||||||||||||||
9/16/08 | CAD | 40,000,000 | 37,664,096 | 1,939,472 | |||||||||||||||
9/16/08 | CAD | 12,100,000 | 11,393,389 | 151,487 | |||||||||||||||
10/07/08 | CHF | 6,800,000 | 6,177,852 | 354,329 | |||||||||||||||
9/23/08 | GBP | 7,500,000 | 13,650,533 | 783,412 | |||||||||||||||
9/23/08 | GBP | 10,200,000 | 18,564,725 | 370,759 | |||||||||||||||
10/28/08 | JPY | 7,803,700,000 | 71,931,587 | (100,770 | ) | ||||||||||||||
10/28/08 | JPY | 780,000,000 | 7,189,748 | 18,258 | |||||||||||||||
9/02/08 | NOK | 2,207,050 | 406,998 | 2,736 | |||||||||||||||
$ | 216,569,172 | $ | 4,351,473 |
See accompanying notes to the financial statements.
4
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Cross Currency Contracts
Settlement Date | Deliver/Units of Currency | Receive/In Exchange For | Net Unrealized Appreciation (Depreciation) | ||||||||||||
9/02/08 | EUR | 23,200,000 | NOK | 185,951,050 | $ | 255,353 | |||||||||
9/30/08 | EUR | 51,900,000 | SEK | 488,520,621 | (433,558 | ) | |||||||||
9/02/08 | NOK | 183,744,000 | EUR | 23,200,000 | 151,645 | ||||||||||
11/04/08 | EUR | 23,200,000 | NOK | 184,259,040 | (153,420 | ) | |||||||||
$ | (179,980 | ) |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||||||
Buys | |||||||||||||||||||||||
16 | Canadian Government Bond 10 Yr. | December 2008 | $ | 1,800,111 | $ | 227 | |||||||||||||||||
183 | Euro BOBL | September 2008 | 29,045,786 | 186,674 | |||||||||||||||||||
400 | Euro Bund | September 2008 | 66,991,371 | 786,130 | |||||||||||||||||||
463 | U.S. Long Bond (CBT) | December 2008 | 54,315,687 | (287,147 | ) | ||||||||||||||||||
201 | U.S. Treasury Note 10 Yr. (CBT) | December 2008 | 23,215,500 | (52,423 | ) | ||||||||||||||||||
281 | U.S. Treasury Note 2 Yr. (CBT) | December 2008 | 59,651,031 | 3,012 | |||||||||||||||||||
367 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | 41,081,063 | (2,759 | ) | ||||||||||||||||||
$ | 276,100,549 | $ | 633,714 | ||||||||||||||||||||
Sales | |||||||||||||||||||||||
378 | Australian Government Bond 10 Yr. | September 2008 | $ | 33,143,762 | $ | (554,877 | ) | ||||||||||||||||
293 | Australian Government Bond 3 Yr. | September 2008 | 25,403,265 | (137,869 | ) | ||||||||||||||||||
10 | Japanese Government Bond 10 Yr. (TSE) | September 2008 | 12,714,909 | (40,138 | ) | ||||||||||||||||||
487 | UK Gilt Long Bond | December 2008 | 99,363,390 | (238,267 | ) | ||||||||||||||||||
$ | 170,625,326 | $ | (971,151 | ) |
See accompanying notes to the financial statements.
5
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options
A summary of open written option contracts for the Fund at August 31, 2008 is as follows:
Currency Options
Principal Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||
JPY | 4,673,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | $ | (450,025 | ) | $ | (181,499 | ) | ||||||||||||||
JPY | 4,629,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | (420,424 | ) | (179,744 | ) | ||||||||||||||||
$ | (870,449 | ) | $ | (361,243 | ) |
Swap Agreements
Credit Default Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||
10,000,000 | USD | 12/20/2008 | Lehman Brothers | Receive | 0.27 | % | Federal Home | ||||||||||||||||||||||||
Loan Bank | $ | 4,799 | |||||||||||||||||||||||||||||
350,000,000 | USD | 12/20/2008 | JP Morgan Chase Bank | (Pay) | 0.15 | % | Reference security within CDX Index | 1,727,282 | |||||||||||||||||||||||
5,000,000 | USD | 12/20/2009 | Deutsche Bank AG | Receive | 0.25 | % | AT&T Wireless Services, Inc. | 7,678 | |||||||||||||||||||||||
5,000,000 | USD | 12/20/2009 | Barclays Bank PLC | Receive | 0.30 | % | Boeing Capital Corp. | (4,054 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2009 | Deutsche Bank AG | Receive | 0.66 | % | Daimler AG | 7,382 | |||||||||||||||||||||||
5,000,000 | USD | 12/20/2009 | Barclays Bank PLC | Receive | 0.39 | % | SBC Communications, Inc. | 740 | |||||||||||||||||||||||
5,000,000 | USD | 12/20/2009 | Deutsche Bank AG | Receive | 0.35 | % | The Kroger Co. | (1,209 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2009 | Barclays Bank PLC | Receive | 0.38 | % | Weyerhaeuser Co. | (55,978 | ) | ||||||||||||||||||||||
5,000,000 | USD | 6/20/2010 | Barclays Bank PLC | Receive | 0.29 | % | Merrill Lynch & Co., Inc. | (314,154 | ) | ||||||||||||||||||||||
5,000,000 | USD | 6/20/2010 | Lehman Brothers | Receive | 0.40 | % | PSEG Power LLC | (38,062 | ) | ||||||||||||||||||||||
5,000,000 | USD | 6/20/2010 | Lehman Brothers | Receive | 0.20 | % | Royal Bank of Scotland PLC | (46,772 | ) |
See accompanying notes to the financial statements.
6
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||
5,000,000 | USD | 6/20/2010 | UBS AG | Receive | 0.52 | % | TXU Electric | ||||||||||||||||||||||||
Delivery Co. | $ | 3,200 | |||||||||||||||||||||||||||||
5,000,000 | USD | 6/20/2010 | Barclays Bank PLC | Receive | 0.17 | % | Wachovia Corp. | (240,803 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | Barclays Bank PLC | Receive | 0.20 | % | Bank of America Corp. | (137,461 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | Barclays Bank PLC | Receive | 0.19 | % | Citigroup, Inc. | (179,136 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | Deutsche Bank AG | Receive | 0.75 | % | Enterprise Products Partners LP | (20,192 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | Citigroup | Receive | 0.39 | % | Exelon Generation Co. LLC | (73,122 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | Barclays Bank PLC | Receive | 0.45 | % | First Energy Corp. | (247 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | Barclays Bank PLC | Receive | 0.28 | % | JP Morgan Chase Bank | (116,219 | ) | ||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | UBS AG | Receive | 0.47 | % | Progress Energy, Inc. | 26,287 | |||||||||||||||||||||||
5,000,000 | USD | 3/20/2011 | Barclays Bank PLC | Receive | 0.25 | % | Bell South | 8,955 | |||||||||||||||||||||||
2,000,000 | USD | 6/20/2011 | UBS AG | Receive | 0.32 | % | Boston Properties Limited Partnership | (68,581 | ) | ||||||||||||||||||||||
3,000,000 | USD | 6/20/2011 | Bank of America, N.A. | Receive | 0.14 | % | Credit Suisse First Boston (USA), Inc. | (37,131 | ) | ||||||||||||||||||||||
5,000,000 | USD | 6/20/2011 | Citigroup | Receive | 0.37 | % | Deutsche Telekom International Finance B.V. | (53,487 | ) | ||||||||||||||||||||||
2,000,000 | USD | 6/20/2011 | UBS AG | Receive | 0.26 | % | ERP Operating LP | (81,007 | ) | ||||||||||||||||||||||
4,000,000 | USD | 6/20/2011 | Barclays Bank PLC | Receive | 0.20 | % | Morgan Stanley | (237,216 | ) | ||||||||||||||||||||||
2,000,000 | USD | 6/20/2011 | Barclays Bank PLC | Receive | 0.30 | % | Prologis | (132,116 | ) | ||||||||||||||||||||||
5,000,000 | USD | 6/20/2011 | Citigroup | Receive | 0.49 | % | Telecom Italia SpA | (80,592 | ) | ||||||||||||||||||||||
3,000,000 | USD | 6/20/2011 | Barclays Bank PLC | Receive | 0.08 | % | US Bancorp | (72,474 | ) | ||||||||||||||||||||||
2,000,000 | USD | 12/20/2011 | Barclays Bank PLC | Receive | 0.04 | % | UBS AG | (64,724 | ) | ||||||||||||||||||||||
2,000,000 | USD | 12/20/2011 | Barclays Bank PLC | Receive | 0.11 | % | Wachovia | (164,684 | ) | ||||||||||||||||||||||
5,000,000 | USD | 3/20/2013 | Barclays Bank PLC | Receive | 0.25% | Goldman Sachs Group, Inc. | (256,710 | ) | |||||||||||||||||||||||
2,000,000 | USD | 12/20/2013 | UBS AG | Receive | 0.34 | % | CIT | (506,655 | ) | ||||||||||||||||||||||
3,000,000 | USD | 12/20/2013 | Lehman Brothers | Receive | 0.25 | % | Mid America Energy | (59,486 | ) | ||||||||||||||||||||||
2,000,000 | USD | 12/20/2013 | Barclays Bank PLC | Receive | 0.25 | % | SLM Corp. | (387,352 | ) |
See accompanying notes to the financial statements.
7
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||
9,920,000 | USD | 3/20/2015 | JP Morgan | Reference security | |||||||||||||||||||||||||||
Chase Bank | Receive | 0.70 | % | within CDX Index | $ | (480,604 | ) | ||||||||||||||||||||||||
25,000,000 | USD | 6/20/2015 | JP Morgan Chase Bank | Receive | 0.65 | % | Reference security within CDX Index | (1,496,328 | ) | ||||||||||||||||||||||
5,000,000 | USD | 6/20/2015 | Lehman Brothers | Receive | 0.65 | % | Reference security within CDX Index | (299,266 | ) | ||||||||||||||||||||||
1,000,000 | USD | 12/20/2016 | UBS AG | Receive | 0.15 | % | Bank of America Corp. | (76,444 | ) | ||||||||||||||||||||||
1,000,000 | USD | 12/20/2016 | UBS AG | Receive | 0.12 | % | Citigroup Inc. | (99,481 | ) | ||||||||||||||||||||||
1,000,000 | USD | 12/20/2016 | Bank of America, N.A. | Receive | 0.17 | % | General Electric Capital Corp. | (93,815 | ) | ||||||||||||||||||||||
1,000,000 | USD | 12/20/2016 | Bank of America, N.A. | Receive | 0.22 | % | JP Morgan Chase Bank | (60,394 | ) | ||||||||||||||||||||||
1,000,000 | USD | 12/20/2016 | Barclays Bank PLC | Receive | 0.33 | % | Pacific Gas | (52,363 | ) | ||||||||||||||||||||||
10,000,000 | USD | 12/20/2016 | Lehman Brothers | Receive | 0.65 | % | Reference security within CDX Index | (597,784 | ) | ||||||||||||||||||||||
1,000,000 | USD | 12/20/2016 | Bank of America, N.A. | Receive | 0.33 | % | Well Point | (66,639 | ) | ||||||||||||||||||||||
5,000,000 | USD | 1/20/2024 | Goldman Sachs | (Pay) | 1.11 | % | Eastman Chemical Co. | (164,866 | ) | ||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 701,670 | $ | (5,131,285 | ) |
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
10,100,000 | USD | 2/15/2010 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | $ | (2,283,231 | ) | |||||||||||||||||||||
10,100,000 | USD | 2/15/2012 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | (2,255,077 | ) | ||||||||||||||||||||||
10,100,000 | USD | 8/15/2012 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | (2,242,638 | ) | ||||||||||||||||||||||
12,200,000 | SEK | 9/17/2013 | JP Morgan Chase Bank | Receive | 4.40 | % | 3 month SEK STIBOR | (49,684 | ) | ||||||||||||||||||||||
59,600,000 | CHF | 9/17/2013 | Deutsche Bank AG | Receive | 2.90 | % | 6 month CHF LIBOR | (544,200 | ) | ||||||||||||||||||||||
64,700,000 | CHF | 9/17/2013 | JP Morgan Chase Bank | Receive | 2.90 | % | 6 month CHF LIBOR | (590,767 | ) | ||||||||||||||||||||||
24,300,000 | AUD | 3/19/2018 | JP Morgan Chase Bank | Receive | 7.07 | % | 6 month AUD BBSW | 658,583 | |||||||||||||||||||||||
15,680,000 | USD | 8/31/2025 | JP Morgan Chase Bank | (Pay) | 0.00 | % | 3 month LIBOR | (2,321,192 | ) | ||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 9,221,126 | $ | (9,628,206 | ) |
See accompanying notes to the financial statements.
8
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Total Return Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
80,000,000 | USD | 9/30/2008 | UBS AG | 1 month | Lehman Mortgage | ||||||||||||||||||||||
LIBOR - 0.02% | Total Return Index | $ | 884,469 | ||||||||||||||||||||||||
133,000,000 | USD | 10/31/2008 | JP Morgan Chase Bank | 1 month LIBOR - 0.02% | Return on Lehman Aggregate Total Return Index | 1,005,327 | |||||||||||||||||||||
25,000,000 | USD | 11/28/2008 | JP Morgan Chase Bank | 1 month LIBOR - 0.02% | Lehman Aggregate Total Return Index | — | |||||||||||||||||||||
140,000,000 | USD | 12/31/2008 | JP Morgan Chase Bank | 1 month LIBOR - 0.10% | Lehman Mortgage Total Return Index | 1,494,959 | |||||||||||||||||||||
250,000,000 | USD | 8/19/2011 | Morgan Stanley | 3 month LIBOR - 0.01% | Lehman Aggregate Total Return Index | 1,282,761 | |||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 4,667,516 |
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
BBSW - Bank Bill Swap Reference Rate
LIBOR - London Interbank Offered Rate
MTN - Medium Term Note
STIBOR - Stockholm Interbank Offered Rate
(a) Security is backed by the U.S. Government.
(b) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(c) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
(d) Underlying investment represents interests in defaulted securities.
(e) Rate shown represents yield-to-maturity.
See accompanying notes to the financial statements.
9
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Currency Abbreviations:
AUD - Australian Dollar CAD - Canadian Dollar CHF - Swiss Franc EUR - Euro GBP - B ritish Pound | JPY - Japanese Yen NOK - Norwegian Krone NZD - New Zealand Dollar SEK - Swedish Krona USD - United States Dollar | ||||||
See accompanying notes to the financial statements.
10
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $83,870,217) (Note 2) | $ | 85,419,810 | |||||
Investments in affiliated issuers, at value (cost $775,193,453) (Notes 2 and 8) | 732,324,665 | ||||||
Receivable for investments sold | 600,000 | ||||||
Dividends and interest receivable | 316,764 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 4,946,117 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 1,516,415 | ||||||
Interest receivable for open swap contracts | 4,950,346 | ||||||
Receivable for open swap contracts (Note 2) | 7,112,422 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 54,931 | ||||||
Total assets | 837,241,470 | ||||||
Liabilities: | |||||||
Written options outstanding, at value (premiums $870,449) (Note 2) | 361,243 | ||||||
Payable to broker for closed futures contracts | 2,004,732 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 172,464 | ||||||
Shareholder service fee | 73,868 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,371 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 11,990,248 | ||||||
Payable for open swap contracts (Note 2) | 17,204,397 | ||||||
Accrued expenses | 218,464 | ||||||
Total liabilities | 32,027,787 | ||||||
Net assets | $ | 805,213,683 |
See accompanying notes to the financial statements.
11
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 1,001,453,297 | |||||
Distributions in excess of net investment income | (71,812,101 | ) | |||||
Accumulated net realized loss | (76,162,814 | ) | |||||
Net unrealized depreciation | (48,264,699 | ) | |||||
$ | 805,213,683 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 114,277,413 | |||||
Class IV shares | $ | 690,936,270 | |||||
Shares outstanding: | |||||||
Class III | 12,839,426 | ||||||
Class IV | 77,512,543 | ||||||
Net asset value per share: | |||||||
Class III | $ | 8.90 | |||||
Class IV | $ | 8.91 |
See accompanying notes to the financial statements.
12
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 3,871,398 | |||||
Interest | 2,061,185 | ||||||
Dividends | 74,903 | ||||||
Total investment income | 6,007,486 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 1,234,935 | ||||||
Shareholder service fee – Class III (Note 3) | 90,530 | ||||||
Shareholder service fee – Class IV (Note 3) | 433,621 | ||||||
Custodian, fund accounting agent and transfer agent fees | 215,740 | ||||||
Audit and tax fees | 39,652 | ||||||
Legal fees | 17,112 | ||||||
Trustees fees and related expenses (Note 3) | 5,856 | ||||||
Registration fees | 1,380 | ||||||
Miscellaneous | 7,084 | ||||||
Total expenses | 2,045,910 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (273,516 | ) | |||||
Expense reductions (Note 2) | (12 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (67,487 | ) | |||||
Shareholder service fee waived (Note 3) | (15,855 | ) | |||||
Net expenses | 1,689,040 | ||||||
Net investment income (loss) | 4,318,446 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | 1,451,643 | ||||||
Investments in affiliated issuers | (23,093,138 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 753,610 | ||||||
Closed futures contracts | 1,455,260 | ||||||
Closed swap contracts | (12,909,508 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | 8,188,270 | ||||||
Net realized gain (loss) | (24,153,863 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (4,190,811 | ) | |||||
Investments in affiliated issuers | 16,599,406 | ||||||
Open futures contracts | (571,940 | ) | |||||
Open swap contracts | 4,440,681 | ||||||
Written options | 509,206 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (10,633,600 | ) | |||||
Net unrealized gain (loss) | 6,152,942 | ||||||
Net realized and unrealized gain (loss) | (18,000,921 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (13,682,475 | ) |
See accompanying notes to the financial statements.
13
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 4,318,446 | $ | 50,658,808 | |||||||
Net realized gain (loss) | (24,153,863 | ) | (7,666,110 | ) | |||||||
Change in net unrealized appreciation (depreciation) | 6,152,942 | (78,741,185 | ) | ||||||||
Net increase (decrease) in net assets from operations | (13,682,475 | ) | (35,748,487 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (4,656,624 | ) | (12,275,863 | ) | |||||||
Class IV | (28,587,878 | ) | (99,097,283 | ) | |||||||
Total distributions from net investment income | (33,244,502 | ) | (111,373,146 | ) | |||||||
Net share transactions (Note 7): | |||||||||||
Class III | (4,664,202 | ) | (45,249,825 | ) | |||||||
Class IV | (286,493,319 | ) | (1,033,993,070 | ) | |||||||
Increase (decrease) in net assets resulting from net share transactions | (291,157,521 | ) | (1,079,242,895 | ) | |||||||
Total increase (decrease) in net assets | (338,084,498 | ) | (1,226,364,528 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 1,143,298,181 | 2,369,662,709 | |||||||||
End of period (including distributions in excess of net investment income of $71,812,101 and $42,886,045, respectively) | $ | 805,213,683 | $ | 1,143,298,181 |
See accompanying notes to the financial statements.
14
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 9.42 | $ | 10.49 | $ | 10.32 | $ | 10.35 | $ | 10.40 | $ | 9.95 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.04 | 0.37 | 0.43 | 0.15 | 0.18 | 0.25 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.18 | ) | (0.63 | ) | 0.27 | 0.17 | 0.24 | 0.91 | |||||||||||||||||||
Total from investment operations | (0.14 | ) | (0.26 | ) | 0.70 | 0.32 | 0.42 | 1.16 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.38 | ) | (0.81 | ) | (0.53 | ) | (0.35 | ) | (0.25 | ) | (0.28 | ) | |||||||||||||||
From net realized gains | — | — | — | — | (0.22 | ) | (0.43 | ) | |||||||||||||||||||
Total distributions | (0.38 | ) | (0.81 | ) | (0.53 | ) | (0.35 | ) | (0.47 | ) | (0.71 | ) | |||||||||||||||
Net asset value, end of period | $ | 8.90 | $ | 9.42 | $ | 10.49 | $ | 10.32 | $ | 10.35 | $ | 10.40 | |||||||||||||||
Total Return(b) | (1.59 | )%** | (2.56 | )% | 6.85 | % | 3.10 | % | 4.01 | % | 11.99 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 114,277 | $ | 125,506 | $ | 187,045 | $ | 148,476 | $ | 1,216,251 | $ | 602,824 | |||||||||||||||
Net expenses to average daily net assets(c) | 0.39 | %(d)* | 0.39 | %(d) | 0.39 | % | 0.39 | % | 0.39 | % | 0.39 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 0.96 | %* | 3.70 | % | 4.11 | % | 1.40 | % | 1.77 | % | 2.43 | % | |||||||||||||||
Portfolio turnover rate | 8 | %** | 44 | % | 72 | % | 62 | % | 108 | % | 114 | % | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.07 | %* | 0.06 | % | 0.06 | % | 0.06 | % | 0.07 | % | 0.09 | % |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(d) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
15
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006(a) | ||||||||||||||||
Net asset value, beginning of period | $ | 9.44 | $ | 10.50 | $ | 10.33 | $ | 10.46 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)(b)† | 0.04 | 0.36 | 0.45 | 0.23 | |||||||||||||||
Net realized and unrealized gain (loss) | (0.19 | ) | (0.61 | ) | 0.26 | (0.01 | )(c) | ||||||||||||
Total from investment operations | (0.15 | ) | (0.25 | ) | 0.71 | 0.22 | |||||||||||||
Less distributions to shareholders: | |||||||||||||||||||
From net investment income | (0.38 | ) | (0.81 | ) | (0.54 | ) | (0.35 | ) | |||||||||||
Total distributions | (0.38 | ) | (0.81 | ) | (0.54 | ) | (0.35 | ) | |||||||||||
Net asset value, end of period | $ | 8.91 | $ | 9.44 | $ | 10.50 | $ | 10.33 | |||||||||||
Total Return(d) | (1.69 | )%** | (2.42 | )% | 6.90 | % | 2.06 | %** | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 690,936 | $ | 1,017,792 | $ | 2,182,618 | $ | 2,618,011 | |||||||||||
Net expenses to average daily net assets(e) | 0.34 | %(f)* | 0.34 | %(f) | 0.34 | % | 0.34 | %* | |||||||||||
Net investment income to average daily net assets(b) | 0.86 | %* | 3.60 | % | 4.33 | % | 2.16 | %(g) | |||||||||||
Portfolio turnover rate | 8 | %** | 44 | % | 72 | % | 62 | %†† | |||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.07 | %* | 0.06 | % | 0.06 | % | 0.07 | %* |
(a) Period from July 26, 2005 (commencement of operations) through February 28, 2006.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The per share amount is not in accord with the net realized and unrealized gain (loss) on investments for the period because of the timing of sales of Fund shares and the amount of the per share realized and unrealized gains and losses at such time.
(d) The total returns would have been lower had certain expenses not been reimbursed and/or waived during periods shown and assumes the effect of reinvested distributions.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(f) The net expense ratio does not include the effect of expense reductions.
(g) The ratio for the period ended February 28, 2006 has not been annualized since the Fund believes it would not be appropriate because the Fund's net income is not earned ratably throughout the fiscal year.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2006.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
16
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Core Plus Bond Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of the Lehman Brothers U.S. Aggregate Index. The Fund typically invests in bonds included in the Lehman Brothers U.S. Aggregate Index and in securities and instruments with similar characteristics. The Fund seeks additional returns by seeking to exploit differences in global interest rates and currency and emerging country debt markets. The Fund may invest a substantial portion of its total assets in shares of GMO Short-Duration Collateral Fund; in futures contracts, currency options, currency forwards, swap contracts, and other types of derivatives; in U.S. and foreign investment-grade bonds, including U.S. and foreign government securities and asset-backed securities issued by U.S. government agencies (including securities neither guaranteed nor insured by the U.S. government) and foreign governments, corporate bonds, and mortgage-backed and other asset-backed securities issued by private issuers; to a significant extent in credit default swaps; in shares of GMO World Opportunity Overlay Fund; and up to 5% of the Fund's total assets in sovereign debt of emerging countries (including below investment grade securities (also known as "junk bonds")), primarily through investment in shares of GMO Emerging Country Debt Fund ("ECDF").
As of August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different level of shareholder service fees.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect). Shares of GMO Short-Duration Collateral Fund, GMO World Opportunity Overlay Fund and GMO Special Purpose Holding Fund are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures
17
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 32.98% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), is an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $212,552 through SPHF in conjunction with settlement agreements related to the default of those securities.
18
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 44,500,698 | $ | 976,043 | |||||||
Level 2 - Other Significant Observable Inputs | 739,188,347 | 12,058,539 | |||||||||
Level 3 - Significant Unobservable Inputs | 34,055,430 | — | |||||||||
Total | $ | 817,744,475 | $ | 13,034,582 |
* Other financial instruments include forward currency contracts, futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (1,313,480 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (29,555,888 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (30,869,368 | ) |
** Other financial instruments include forward currency contracts, futures contracts, swap agreements and written options.
19
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 33,957,631 | $ | — | |||||||
Accrued discounts/premiums | 821,243 | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 162,394 | ||||||||||
Realized gain distributions paid | (212,552 | ) | |||||||||
Change in unrealized appreciation/depreciation | (673,286 | ) | — | ||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 34,055,430 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the
20
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
21
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
For the period ended August 31, 2008, the Fund's investment activity in written option contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | — | $ | — | — | $ | — | ||||||||||||
Options written | — | — | JPY | (9,302,000,000 | ) | (870,449 | ) | ||||||||||||
Options exercised | — | — | — | — | |||||||||||||||
Options expired | — | — | — | — | |||||||||||||||
Options sold | — | — | — | — | |||||||||||||||
Outstanding, end of period | $ | — | $ | — | JPY | (9,302,000,000 | ) | $ | (870,449 | ) |
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
22
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segre gate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
23
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Delayed delivery commitments
The Fund may purchase or sell securities on a when-issued or forward commitment basis. Payment and delivery may take place a month or more after the date of the transaction. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Collateral consisting of liquid securities or cash and cash equivalents is maintained with the custodian in an amount at least equal to these commitments. The Fund had no delayed delivery commitments outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing,
24
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $26,648,463.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/28/2014 | $ | (34,693,380 | ) | ||||
2/28/2015 | (2,795,728 | ) | |||||
2/29/2016 | (33,008,915 | ) | |||||
Total | $ | (70,498,023 | ) | ||||
25
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 892,164,137 | $ | 7,289,869 | $ | (81,709,531 | ) | $ | (74,419,662 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
26
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets.
Recently issued accounting pronouncements
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
In September 2008, the FASB issued Statement of Financial Accounting Standards No. 133-1 ("SFAS 133-1"), Accounting for Derivative Instruments and Hedging Activities, and Interpretation of Financial Accounting Standards No. 45-4, Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others—an interpretation of FASB Statements No. 5, 57, and 107 and rescission of FASB Interpretation No. 34 ("IFAS 45-1"). SFAS 133-1 and IFAS 45-4 are effective for interim periods ending after November 15, 2008. SFAS 133-1 and IFAS 45-4 require enhanced disclosures surrounding the Fund's selling of c redit derivatives . The Manager is currently evaluating the impact the adoption of SFAS 133-1 and IFAS 45-4 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder
27
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares. The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.10% for Class IV shares; provided, however, that the amount of this waiver will not exceed the respective Class's shareholder service fee.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.25% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to th e definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 20, 2009 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Fund Fees and Expenses) and (b) the amount of fees and expenses incurred indirectly by the Fund through its investment in ECDF (excluding ECDF's fees and expenses of the independent trustees of the Trust, fees for legal services not procured or provided by the Manager for the Trust, compensation and expenses of the Trust's CCO (excluding any employee benefits), and investment-related expenses such as brokerage commissions, hedging transaction fees, securities lending fees and expenses, interest expense and transfer taxes), exceeds 0.25% of the Fund's average daily net assets, subject to a maximum total reimburseme nt to the Fund equal to 0.25% of the Fund's average daily net assets.
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.016 | % | 0.003 | % | 0.010 | % | 0.029 | % |
28
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $5,396 and $3,036, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | — | $ | 10,000,000 | |||||||
Investments (non-U.S. Government securities) | 72,150,407 | 384,995,006 |
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 62.52% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 78.15% of the Fund's shares were held by accounts for which the Manager has investment discretion.
29
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 7,093,489 | $ | 73,135,418 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 506,343 | 4,597,589 | 1,115,417 | 10,882,545 | |||||||||||||||
Shares repurchased | (984,444 | ) | (9,261,791 | ) | (12,715,568 | ) | (129,267,788 | ) | |||||||||||
Net increase (decrease) | (478,101 | ) | $ | (4,664,202 | ) | (4,506,662 | ) | $ | (45,249,825 | ) | |||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 12,016,620 | $ | 125,053,877 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 3,144,981 | 28,587,878 | 10,145,742 | 99,097,283 | |||||||||||||||
Shares repurchased | (33,495,634 | ) | (315,081,197 | ) | (122,110,610 | ) | (1,258,144,230 | ) | |||||||||||
Net increase (decrease) | (30,350,653 | ) | $ | (286,493,319 | ) | (99,948,248 | ) | $ | (1,033,993,070 | ) |
30
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the securities of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class IV | $ | 37,549,507 | $ | 682,116 | $ | 12,000,000 | $ | 141,057 | $ | 541,058 | $ | 24,972,457 | |||||||||||||||
GMO Short-Duration Collateral Fund | 780,181,577 | 66,330,341 | 287,300,000 | 3,730,341 | — | 546,965,309 | |||||||||||||||||||||
GMO Special Purpose Holding Fund | 118,261 | — | — | — | 212,552 | 68,517 | |||||||||||||||||||||
GMO World Opportunity Overlay Fund | 232,656,595 | 2,300,000 | 81,700,000 | — | — | 160,318,382 | |||||||||||||||||||||
Totals | $ | 1,050,505,940 | $ | 69,312,457 | $ | 381,000,000 | $ | 3,871,398 | $ | 753,610 | $ | 732,324,665 |
9. Subsequent events
Subsequent to August 31, 2008, the Fund received redemption requests in the amount of $398,811,022.
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.89% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
31
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
32
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, notin g in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most other expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
33
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
34
GMO Core Plus Bond Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.42 | % | $ | 1,000.00 | $ | 984.10 | $ | 2.10 | |||||||||||
2) Hypothetical | 0.42 | % | $ | 1,000.00 | $ | 1,023.09 | $ | 2.14 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.36 | % | $ | 1,000.00 | $ | 983.10 | $ | 1.80 | |||||||||||
2) Hypothetical | 0.36 | % | $ | 1,000.00 | $ | 1,023.39 | $ | 1.84 |
* Expenses are calculated using each Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
35
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Global Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Global Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 94.2 | % | |||||
Short-Term Investments | 9.0 | ||||||
Options Purchased | 1.1 | ||||||
Swaps | 0.7 | ||||||
Futures | 0.6 | ||||||
Loan Participations | 0.1 | ||||||
Loan Assignments | 0.1 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Reverse Repurchase Agreements | (0.3 | ) | |||||
Written Options | (0.5 | ) | |||||
Forward Currency Contracts | (3.4 | ) | |||||
Other | (1.6 | ) | |||||
100.0 | % | ||||||
Country/Region Summary** | % of Investments | ||||||
Euro Region*** | 38.3 | % | |||||
United States | 34.3 | ||||||
Japan | 22.2 | ||||||
Switzerland | 7.0 | ||||||
Emerging | 2.4 | ||||||
Canada | 1.9 | ||||||
Sweden | 0.4 | ||||||
Denmark | 0.1 | ||||||
United Kingdom | (3.1 | ) | |||||
Australia | (3.5 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value / Principal Amount / Shares | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 0.2% | |||||||||||||||
Australia — 0.2% | |||||||||||||||
Asset-Backed Securities | |||||||||||||||
USD | 761,034 | Medallion Trust, Series 03-1G, Class A, Variable Rate, 3 mo. LIBOR + .19%, 2.99%, due 12/21/33 | 711,711 | ||||||||||||
TOTAL DEBT OBLIGATIONS (COST $761,034) | 711,711 | ||||||||||||||
OPTIONS PURCHASED — 0.2% | |||||||||||||||
Currency Options — 0.2% | |||||||||||||||
JPY | 1,918,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 386,899 | ||||||||||||
JPY | 1,899,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 383,047 | ||||||||||||
Total Currency Options | 769,946 | ||||||||||||||
TOTAL OPTIONS PURCHASED (COST $1,164,532) | 769,946 | ||||||||||||||
MUTUAL FUNDS — 99.7% | |||||||||||||||
United States — 99.7% | |||||||||||||||
Affiliated Issuers | |||||||||||||||
1,010,077 | GMO Emerging Country Debt Fund, Class III | 9,636,133 | |||||||||||||
10,577,033 | GMO Short-Duration Collateral Fund | 248,771,819 | |||||||||||||
45,838 | GMO Special Purpose Holding Fund (a) (b) | 33,462 | |||||||||||||
2,502,018 | GMO World Opportunity Overlay Fund | 66,153,353 | |||||||||||||
Total United States | 324,594,767 | ||||||||||||||
TOTAL MUTUAL FUNDS (COST $341,786,159) | 324,594,767 |
See accompanying notes to the financial statements.
2
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
SHORT-TERM INVESTMENTS — 2.8% | |||||||||||||||
Money Market Funds — 0.3% | |||||||||||||||
1,020,401 | State Street Institutional Liquid Cash Reserves Fund-Institutional Class | 1,020,401 | |||||||||||||
Other Short-Term Investments — 2.5% | |||||||||||||||
6,000,000 | U.S. Treasury Bill, 1.67%, due 09/25/08 (c) (d) | 5,993,079 | |||||||||||||
1,000,000 | U.S. Treasury Bill, 1.80%, due 09/18/08 (c) (d) | 999,112 | |||||||||||||
1,000,000 | U.S. Treasury Bill, 2.07%, due 06/05/09 (c) (d) | 984,455 | |||||||||||||
7,976,646 | |||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $8,993,672) | 8,997,047 | ||||||||||||||
TOTAL INVESTMENTS — 102.9% (Cost $352,705,397) | 335,073,471 | ||||||||||||||
Other Assets and Liabilities (net) — (2.9%) | (9,424,730 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 325,648,741 |
See accompanying notes to the financial statements.
3
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
9/09/08 | AUD | 19,300,000 | $ | 16,558,680 | $ | (1,872,820 | ) | ||||||||||||
9/16/08 | CAD | 2,700,000 | 2,542,327 | (40,911 | ) | ||||||||||||||
10/07/08 | CHF | 4,300,000 | 3,906,583 | (47,476 | ) | ||||||||||||||
10/07/08 | CHF | 3,700,000 | 3,361,478 | (1,975 | ) | ||||||||||||||
10/21/08 | EUR | 104,400,000 | 152,768,259 | (7,670,529 | ) | ||||||||||||||
10/21/08 | EUR | 4,500,000 | 6,584,839 | (85,691 | ) | ||||||||||||||
9/23/08 | GBP | 15,700,000 | 28,575,116 | (2,730,684 | ) | ||||||||||||||
10/28/08 | JPY | 8,010,100,000 | 73,834,105 | 103,435 | |||||||||||||||
10/28/08 | JPY | 480,000,000 | 4,424,460 | 31,591 | |||||||||||||||
10/14/08 | NZD | 6,300,000 | 4,381,854 | (106,896 | ) | ||||||||||||||
$ | 296,937,701 | $ | (12,421,956 | ) | |||||||||||||||
Sales | |||||||||||||||||||
9/09/08 | AUD | 1,300,000 | $ | 1,115,352 | $ | 141,228 | |||||||||||||
9/09/08 | AUD | 16,900,000 | 14,499,570 | 106,958 | |||||||||||||||
9/09/08 | AUD | 3,800,000 | 3,260,258 | 36,584 | |||||||||||||||
9/16/08 | CAD | 9,200,000 | 8,662,742 | 446,079 | |||||||||||||||
9/16/08 | CAD | 5,100,000 | 4,802,172 | 96,329 | |||||||||||||||
10/07/08 | CHF | 1,900,000 | 1,726,164 | 99,004 | |||||||||||||||
9/23/08 | GBP | 2,600,000 | 4,732,185 | 264,911 | |||||||||||||||
9/23/08 | GBP | 3,200,000 | 5,824,227 | 118,389 | |||||||||||||||
10/28/08 | JPY | 460,000,000 | 4,240,108 | 10,768 | |||||||||||||||
9/02/08 | NOK | 913,615 | 168,478 | 1,132 | |||||||||||||||
$ | 49,031,256 | $ | 1,321,382 |
See accompanying notes to the financial statements.
4
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Cross Currency Contracts
Settlement Date | Deliver/Units of Currency | Receive/In Exchange For | Net Unrealized Appreciation (Depreciation) | ||||||||||||
9/02/08 | EUR | 9,500,000 | NOK | 76,153,615 | $ | 106,382 | |||||||||
9/30/08 | EUR | 23,400,000 | SEK | 220,330,865 | (184,179 | ) | |||||||||
9/02/08 | NOK | 75,240,000 | EUR | 9,500,000 | 62,096 | ||||||||||
11/04/08 | EUR | 9,500,000 | NOK | 75,450,900 | (62,823 | ) | |||||||||
$ | (78,524 | ) |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
49 | Canadian Government Bond 10 Yr. | December 2008 | $ | 5,512,846 | $ | 904 | |||||||||||||
261 | Euro BOBL | September 2008 | 41,425,956 | 305,242 | |||||||||||||||
510 | Euro Bund | September 2008 | 85,413,998 | 1,151,326 | |||||||||||||||
800 | Federal Fund 30 day | September 2008 | 326,642,796 | 540 | |||||||||||||||
54 | Japanese Government Bond 10 Yr. (TSE) | September 2008 | 68,660,510 | 803,859 | |||||||||||||||
177 | U.S. Long Bond (CBT) | December 2008 | 20,764,313 | (109,242 | ) | ||||||||||||||
76 | U.S. Treasury Note 10 Yr. (CBT) | December 2008 | 8,778,000 | (19,594 | ) | ||||||||||||||
169 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | 18,917,438 | (969 | ) | ||||||||||||||
$ | 576,115,857 | $ | 2,132,066 | ||||||||||||||||
Sales | |||||||||||||||||||
89 | Australian Government Bond 10 Yr. | September 2008 | $ | 7,803,690 | $ | (101,671 | ) | ||||||||||||
98 | Australian Government Bond 3 Yr. | September 2008 | 8,496,655 | (40,220 | ) | ||||||||||||||
48 | U.S Treasury Note 2 Yr. (CBT) | December 2008 | 10,189,500 | (2,250 | ) | ||||||||||||||
96 | UK Gilt Long Bond | December 2008 | 19,587,034 | (46,697 | ) | ||||||||||||||
$ | 46,076,879 | $ | (190,838 | ) |
See accompanying notes to the financial statements.
5
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options
A summary of open written option contracts for the Fund at August 31, 2008 is as follows:
Currency Options
Principal Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||
JPY | 1,918,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | $ | (184,709 | ) | $ | (74,495 | ) | ||||||||||
JPY | 1,899,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | (172,475 | ) | (73,738 | ) | ||||||||||||
$ | (357,184 | ) | $ | (148,233 | ) |
Swap Agreements
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
17,400,000 | SEK | 9/17/2013 | JP Morgan | Receive | 4.40 | % | 3 month SEK STIBOR | ||||||||||||||||||||||||
Chase Bank | $ | (70,860 | ) | ||||||||||||||||||||||||||||
23,200,000 | CHF | 9/17/2013 | Deutsche Bank AG | Receive | 2.90 | % | 6 month CHF LIBOR | (211,836 | ) | ||||||||||||||||||||||
19,400,000 | CHF | 9/17/2013 | JP Morgan Chase Bank | Receive | 2.90 | % | 6 month CHF LIBOR | (177,139 | ) | ||||||||||||||||||||||
3,100,000 | AUD | 3/19/2018 | JP Morgan Chase Bank | Receive | 7.07 | % | 6 month AUD BBSW | 84,017 | |||||||||||||||||||||||
3,000,000 | EUR | 3/21/2030 | UBS AG | Receive | 5.90 | % | 3 Month Floating Rate EUR LIBOR | 683,380 | |||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 569,375 | $ | 307,562 |
See accompanying notes to the financial statements.
6
GMO Global Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Total Return Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
75,000,000 | USD | 9/24/2008 | JP Morgan Chase Bank | 3 month | Return on | ||||||||||||||||||||||
LIBOR - 0.03% | JP Morgan | ||||||||||||||||||||||||||
Hedged Traded | |||||||||||||||||||||||||||
Total Return | |||||||||||||||||||||||||||
Government | |||||||||||||||||||||||||||
Bond Index | $ | 1,605,991 | |||||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 1,605,991 |
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
BBSW - Bank Bill Swap Reference Rate
LIBOR - London Interbank Offered Rate
STIBOR - Stockholm Interbank Offered Rate
Variable rate - The rates shown on variable rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Underlying investment represents interests in defaulted securities.
(c) Rate shown represents yield-to-maturity.
(d) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
Currency Abbreviations:
AUD - Australian Dollar CAD - Canadian Dollar CHF - Swiss Franc EUR - Euro GBP - B ritish Pound | JPY - Japanese Yen NOK - Norwegian Krone NZD - New Zealand Dollar SEK - Swedish Krona USD - United States Dollar | ||||||
See accompanying notes to the financial statements.
7
GMO Global Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $10,919,238) (Note 2) | $ | 10,478,704 | |||||
Investments in affiliated issuers, at value (cost $341,786,159) (Notes 2 and 8) | 324,594,767 | ||||||
Receivable for investments sold | 200,000 | ||||||
Dividends and interest receivable | 8,387 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 1,624,886 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 196,906 | ||||||
Interest receivable for open swap contracts | 40,557 | ||||||
Receivable for open swap contracts (Note 2) | 2,373,388 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 7,087 | ||||||
Total assets | 339,524,682 | ||||||
Liabilities: | |||||||
Written options outstanding, at value (premiums $357,184) (Note 2) | 148,233 | ||||||
Payable to broker for closed futures contracts | 295,431 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 52,957 | ||||||
Shareholder service fee | 41,808 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 631 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 12,803,984 | ||||||
Payable for open swap contracts (Note 2) | 459,835 | ||||||
Accrued expenses | 73,062 | ||||||
Total liabilities | 13,875,941 | ||||||
Net assets | $ | 325,648,741 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 374,357,038 | |||||
Distributions in excess of net investment income | (18,232,660 | ) | |||||
Accumulated net realized loss | (6,316,499 | ) | |||||
Net unrealized depreciation | (24,159,138 | ) | |||||
$ | 325,648,741 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 325,648,741 | |||||
Shares outstanding: | |||||||
Class III | 41,720,421 | ||||||
Net asset value per share: | |||||||
Class III | $ | 7.81 |
See accompanying notes to the financial statements.
8
GMO Global Bond Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 1,696,968 | |||||
Interest | 69,212 | ||||||
Dividends | 24,712 | ||||||
Total investment income | 1,790,892 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 323,581 | ||||||
Shareholder service fee – Class III (Note 3) | 255,458 | ||||||
Custodian, fund accounting agent and transfer agent fees | 69,184 | ||||||
Audit and tax fees | 32,568 | ||||||
Legal fees | 4,140 | ||||||
Trustees fees and related expenses (Note 3) | 1,861 | ||||||
Registration fees | 2,024 | ||||||
Miscellaneous | 2,207 | ||||||
Total expenses | 691,023 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (6,975 | ) | |||||
Expense reductions (Note 2) | (1,872 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (20,995 | ) | |||||
Shareholder service fee waived (Note 3) | (7,400 | ) | |||||
Net expenses | 653,781 | ||||||
Net investment income (loss) | 1,137,111 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | 30,853 | ||||||
Investments in affiliated issuers | (2,774,790 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 312,612 | ||||||
Closed futures contracts | 167,222 | ||||||
Closed swap contracts | (231,998 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | 10,180,173 | ||||||
Net realized gain (loss) | 7,684,072 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (452,093 | ) | |||||
Investments in affiliated issuers | (694,909 | ) | |||||
Open futures contracts | (1,602,720 | ) | |||||
Open swap contracts | (60,600 | ) | |||||
Written options | 208,951 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (22,526,944 | ) | |||||
Net unrealized gain (loss) | (25,128,315 | ) | |||||
Net realized and unrealized gain (loss) | (17,444,243 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (16,307,132 | ) |
See accompanying notes to the financial statements.
9
GMO Global Bond Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 1,137,111 | $ | 12,741,125 | |||||||
Net realized gain (loss) | 7,684,072 | 10,424,511 | |||||||||
Change in net unrealized appreciation (depreciation) | (25,128,315 | ) | (3,353,820 | ) | |||||||
Net increase (decrease) in net assets from operations | (16,307,132 | ) | 19,811,816 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (19,772,881 | ) | (23,714,054 | ) | |||||||
Net share transactions (Note 7): | |||||||||||
Class III | 23,114,263 | 157,195,473 | |||||||||
Total increase (decrease) in net assets | (12,965,750 | ) | 153,293,235 | ||||||||
Net assets: | |||||||||||
Beginning of period | 338,614,491 | 185,321,256 | |||||||||
End of period (including distributions in excess of net investment income of $18,232,660 and accumulated undistributed net investment income of $403,110, respectively) | $ | 325,648,741 | $ | 338,614,491 |
See accompanying notes to the financial statements.
10
GMO Global Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 8.70 | $ | 8.92 | $ | 8.53 | $ | 9.11 | $ | 8.73 | $ | 9.20 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.03 | 0.42 | 0.38 | 0.18 | 0.21 | 0.12 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.41 | ) | 0.11 | 0.38 | (0.57 | ) | 0.63 | 1.42 | |||||||||||||||||||
Total from investment operations | (0.38 | ) | 0.53 | 0.76 | (0.39 | ) | 0.84 | 1.54 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.51 | ) | (0.75 | ) | (0.37 | ) | (0.19 | ) | (0.46 | ) | — | ||||||||||||||||
From net realized gains | — | — | — | — | — | (1.90 | ) | ||||||||||||||||||||
Return of capital | — | — | — | — | — | (0.11 | ) | ||||||||||||||||||||
Total distributions | (0.51 | ) | (0.75 | ) | (0.37 | ) | (0.19 | ) | (0.46 | ) | (2.01 | ) | |||||||||||||||
Net asset value, end of period | $ | 7.81 | $ | 8.70 | $ | 8.92 | $ | 8.53 | $ | 9.11 | $ | 8.73 | |||||||||||||||
Total Return(b) | (4.72 | )%** | 6.50 | % | 8.99 | % | (4.33 | )% | 9.52 | % | 20.21 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 325,649 | $ | 338,614 | $ | 185,321 | $ | 168,324 | $ | 170,750 | $ | 138,684 | |||||||||||||||
Net expenses to average daily net assets(c) | 0.38 | %(d)* | 0.38 | %(d) | 0.39 | % | 0.37 | % | 0.33 | % | 0.32 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 0.67 | %* | 4.86 | % | 4.33 | % | 2.12 | % | 2.40 | % | 1.44 | % | |||||||||||||||
Portfolio turnover rate | 18 | %** | 20 | % | 22 | % | 20 | % | 38 | % | 45 | % | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.02 | %* | 0.03 | % | 0.06 | % | 0.07 | % | 0.12 | % | 0.12 | % |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(d) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
11
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Global Bond Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of the JPMorgan Global Government Bond Index. The Fund typically invests in bonds included in the JPMorgan Global Government Bond Index and in securities and instruments with similar characteristics. The Fund seeks additional returns by seeking to exploit differences in global interest rates and currency and emerging country debt markets. The Fund may invest a substantial portion of its assets in shares of Short-Duration Collateral Fund; in futures contracts, currency options, currency forwards, swap contracts, and other types of derivatives; in investment-grade bonds denominated in various currencies, including foreign and U.S. government securities and asset-backed securities issued by foreign governments and U.S. government agencies (including securities neither guaranteed nor insured by the U.S. government), corporate bonds, and mortgage-backed and other asset-backed securities i ssued by private issuers; in shares of GMO World Opportunity Overlay Fund; and up to 5% of the Fund's total assets in sovereign debt of emerging countries (including below investment grade securities (also known as "junk bonds")), primarily through investment in shares of GMO Emerging Country Debt Fund ("ECDF").
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available without charge, upon request by calling (617) 346-7646 (collect). Shares of the GMO Short-Duration Collateral Fund, the GMO World Opportunity Overlay Fund and the GMO Special Purpose Holding Fund are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
12
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 35.90% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $103,806 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it
13
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 10,620,588 | $ | 2,261,871 | |||||||
Level 2 - Other Significant Observable Inputs | 324,419,421 | 3,998,274 | |||||||||
Level 3 - Significant Unobservable Inputs | 33,462 | — | |||||||||
Total | $ | 335,073,471 | $ | 6,260,145 |
* Other financial instruments include forward currency contracts, futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (320,643 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (13,412,052 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (13,732,695 | ) |
** Other financial instruments include forward currency contracts, futures contracts, swap agreements and written options.
14
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 57,756 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 79,287 | — | |||||||||
Realized gain distributions paid | (103,806 | ) | — | ||||||||
Change in unrealized appreciation/depreciation | 225 | — | |||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 33,462 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the
15
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
16
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
For the period ended August 31, 2008, the Fund's investment activity in written options contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | — | $ | — | — | $ | — | ||||||||||||
Options written | — | — | JPY | (3,817,000,000 | ) | (357,184 | ) | ||||||||||||
Options exercised | — | — | — | — | |||||||||||||||
Options expired | — | — | — | — | |||||||||||||||
Options sold | — | — | — | — | |||||||||||||||
Outstanding, end of period | $ | — | $ | — | JPY | (3,817,000,000 | ) | $ | (357,184 | ) |
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
17
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segre gate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
18
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no
19
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/29/2012 | $ | (7,605,871 | ) | ||||
2/28/2014 | (7,575,780 | ) | |||||
2/28/2015 | (269,796 | ) | |||||
Total | $ | (15,451,447 | ) |
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 360,183,146 | $ | 1,436,302 | $ | (26,545,977 | ) | $ | (25,109,675 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109.
20
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets.
21
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.19% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares. The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.25% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to th e definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 30, 2009 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Expenses) and (b) the amount of fees and expenses incurred indirectly by the Fund through its investment in ECDF (excluding ECDF's fees and expenses of the independent trustees of the Trust, fees for legal services not procured or provided by the Manager for the Trust, compensation and expenses of the Trust's CCO (excluding any employee benefits), and investment-related expenses such as brokerage commissions, hedging transaction fees, securities lending fees and expenses, interest expense and transfer taxes), exceeds 0.25% of the Fund's average daily net assets, subject to a maximum total reimbursement to the Fund equal to 0.25% of the Fund's average daily net assets.
22
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.015 | % | 0.004 | % | 0.009 | % | 0.028 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $1,585 and $920, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | — | $ | 3,000,000 | |||||||
Investments (non-U.S. Government securities) | 68,170,306 | 56,972,834 |
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 65.30% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned
23
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 31.01% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,366,529 | $ | 11,741,501 | 15,937,195 | $ | 139,052,495 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,363,492 | 19,546,079 | 2,820,633 | 23,399,087 | |||||||||||||||
Shares repurchased | (944,274 | ) | (8,173,317 | ) | (606,251 | ) | (5,256,109 | ) | |||||||||||
Net increase (decrease) | 2,785,747 | $ | 23,114,263 | 18,151,577 | $ | 157,195,473 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class III | $ | 9,885,128 | $ | 261,966 | $ | — | $ | 53,160 | $ | 208,806 | $ | 9,636,133 | |||||||||||||||
GMO Short-Duration Collateral Fund | 241,749,211 | 58,843,808 | 46,800,000 | 1,643,808 | — | 248,771,819 | |||||||||||||||||||||
GMO Special Purpose Holding Fund | 57,756 | — | — | — | 103,806 | 33,462 | |||||||||||||||||||||
GMO World Opportunity Overlay Fund | 66,066,597 | 7,900,000 | 9,900,000 | — | — | 66,153,353 | |||||||||||||||||||||
Totals | $ | 317,758,692 | $ | 67,005,774 | $ | 56,700,000 | $ | 1,696,968 | $ | 312,612 | $ | 324,594,767 |
24
GMO Global Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
9. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.97% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
25
GMO Global Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
26
GMO Global Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, notin g in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most other expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
27
GMO Global Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
28
GMO Global Bond Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.41 | % | $ | 1,000.00 | $ | 952.80 | $ | 2.02 | |||||||||||
2) Hypothetical | 0.41 | % | $ | 1,000.00 | $ | 1,023.14 | $ | 2.09 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
29
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Investments Concentration Summary (a)
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 86.3 | % | |||||
Short-Term Investments | 14.9 | ||||||
Futures | 0.9 | ||||||
Forward Currency Contracts | 0.0 | ||||||
Swaps | (0.4 | ) | |||||
Other | (1.7 | ) | |||||
100.0 | % |
(a) GMO Alternative Asset SPC Ltd. is a 100% owned subsidiary of GMO Alternative Asset Opportunity Fund.
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) / Shares | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 15.9% | |||||||||||||||
U.S. Government — 15.9% | |||||||||||||||
5,000,000 | U.S. Treasury Note, 2.38%, due 08/31/10 (a) | 5,001,563 | |||||||||||||
TOTAL DEBT OBLIGATIONS (COST $4,997,687) | 5,001,563 | ||||||||||||||
MUTUAL FUNDS — 74.2% | |||||||||||||||
Affiliated Issuers — 74.2% | |||||||||||||||
990,541 | GMO Short-Duration Collateral Fund | 23,297,531 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $24,802,254) | 23,297,531 | ||||||||||||||
SHORT-TERM INVESTMENTS — 10.1% | |||||||||||||||
Money Market Funds — 1.6% | |||||||||||||||
504,427 | SSgA USD Liquidity Fund-Class I Stable NAV Shares (a) | 504,427 | |||||||||||||
TOTAL MONEY MARKET FUNDS (COST $504,427) | 504,427 | ||||||||||||||
Other Short-Term Investments — 8.5% | |||||||||||||||
1,450,000 | Fannie Mae Discount Note, 2.28%, due 09/29/08 (a) (b) | 1,447,383 | |||||||||||||
1,225,000 | Federal Home Loan Mortgage Corp. Discount Note, 2.05%, due 09/15/08 (a) (b) | 1,223,971 | |||||||||||||
TOTAL OTHER SHORT TERM INVESTMENTS (COST $2,671,354) | 2,671,354 | ||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $3,175,781) | 3,175,781 | ||||||||||||||
TOTAL INVESTMENTS — 100.3% (Cost $32,975,722) | 31,474,875 | ||||||||||||||
Other Assets and Liabilities (net) — (0.3%) | (96,226 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 31,378,649 |
See accompanying notes to the financial statements.
2
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts (a)
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
23 | Cocoa | December 2008 | $ | 663,320 | $ | 41,710 | |||||||||||||
1 | Corn | December 2008 | 29,250 | 613 | |||||||||||||||
5 | Crude Oil | October 2008 | 577,300 | 15,270 | |||||||||||||||
4 | Heating Oil | October 2008 | 536,239 | 13,390 | |||||||||||||||
2 | Soybean | November 2008 | 132,400 | 5,400 | |||||||||||||||
8 | Soybean Meal | December 2008 | 286,400 | (6,638 | ) | ||||||||||||||
4 | Gasoline RBOB | October 2008 | 479,506 | 22,411 | |||||||||||||||
$ | 2,704,415 | $ | 92,156 | ||||||||||||||||
Sales | |||||||||||||||||||
5 | Coffee "C" | December 2008 | $ | 273,281 | $ | (10,837 | ) | ||||||||||||
31 | Cotton No. 2 | December 2008 | 1,081,590 | 102,591 | |||||||||||||||
1 | Gold 100 OZ | December 2008 | 83,520 | (700 | ) | ||||||||||||||
7 | Lean Hogs | October 2008 | 191,590 | 15,465 | |||||||||||||||
47 | Live Cattle | October 2008 | 1,956,140 | 26,900 | |||||||||||||||
3 | Natural Gas | October 2008 | 238,290 | 6,900 | |||||||||||||||
3 | Silver | December 2008 | 205,605 | (480 | ) | ||||||||||||||
4 | Soybean Oil | December 2008 | 130,080 | 448 | |||||||||||||||
7 | Sugar (World) | October 2008 | 100,038 | 7,101 | |||||||||||||||
10 | Wheat | December 2008 | 400,625 | 41,625 | |||||||||||||||
$ | 4,660,759 | $ | 189,013 |
See accompanying notes to the financial statements.
3
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Swap Agreements (a)
Total Return Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
15,486,115 | USD | 4/14/2009 | Barclay's Capital | 1 month | Return on DJ-AIG | ||||||||||||||||||||||
T-Bill + 0.19% | Commodity Total | ||||||||||||||||||||||||||
Return Index | $ | (65,877 | ) | ||||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | (65,877 | ) |
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Consolidated Schedule of Investments:
(a) All or a portion of this security is owned by GMO Alternative Asset SPC Ltd., which is a 100% owned subsidiary of GMO Alternative Asset Opportunity Fund.
(b) Rate shown represents yield-to-maturity.
Currency Abbreviations:
USD - United States Dollar
See accompanying notes to the financial statements.
4
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidating Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
GMO Alternative Asset Opportunity Fund | GMO Alternative Asset SPC Ltd. | Eliminations | Consolidated Totals | ||||||||||||||||
Assets: | |||||||||||||||||||
Investments in unaffiliated issuers, at value (consolidated cost $8,173,468) (Note 2) | $ | — | $ | 8,177,344 | $ | — | $ | 8,177,344 | |||||||||||
Investments in affiliated issuers, at value (consolidated cost $24,802,254) (Note 2) | 31,423,953 | — | (8,126,422 | ) | 23,297,531 | ||||||||||||||
Cash | 11,266 | — | — | 11,266 | |||||||||||||||
Dividends and interest receivable | 7 | 2,134 | — | 2,141 | |||||||||||||||
Receivable for securities sold | — | 5,048,853 | — | 5,048,853 | |||||||||||||||
Receivable for variation margin on open futures contracts (Note 2) | — | 6,979 | — | 6,979 | |||||||||||||||
Receivable for expenses reimbursed by Manager (Note 3) | 8,432 | 9,889 | — | 18,321 | |||||||||||||||
Total assets | 31,443,658 | 13,245,199 | (8,126,422 | ) | 36,562,435 | ||||||||||||||
Liabilities: | |||||||||||||||||||
Payable for investments purchased | — | 4,998,312 | — | 4,998,312 | |||||||||||||||
Payable for open swap contracts (Note 2) | — | 65,877 | — | 65,877 | |||||||||||||||
Payable to affiliate for (Note 3): | |||||||||||||||||||
Management fee | 12,114 | — | — | 12,114 | |||||||||||||||
Shareholder service fee | 4,038 | — | — | 4,038 | |||||||||||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 137 | — | — | 137 | |||||||||||||||
Accrued expenses | 48,720 | 54,588 | — | 103,308 | |||||||||||||||
Total liabilities | 65,009 | 5,118,777 | — | 5,183,786 | |||||||||||||||
Net assets | $ | 31,378,649 | $ | 8,126,422 | $ | (8,126,422 | ) | $ | 31,378,649 | ||||||||||
Shareholders' capital | $ | 31,378,649 | $ | 31,378,649 | |||||||||||||||
Shares outstanding | 1,026,006 | 1,026,006 | |||||||||||||||||
Net asset value per share | $ | 30.58 | $ | 30.58 |
See accompanying notes to the financial statements.
5
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidating Statement of Operations — For the Six Months Ended August 31, 2008 (Unaudited)
GMO Alternative Asset Opportunity Fund | GMO Alternative Asset SPC Ltd. | Eliminations | Consolidated Totals | ||||||||||||||||
Investment Income: | |||||||||||||||||||
Dividend from affiliated issuers (Note 8) | $ | 158,934 | $ | — | $ | — | $ | 158,934 | |||||||||||
Interest | 252 | 103,139 | — | 103,391 | |||||||||||||||
Dividends | — | 13,452 | — | 13,452 | |||||||||||||||
Total income | 159,186 | 116,591 | — | 275,777 | |||||||||||||||
Expenses: | |||||||||||||||||||
Management fee (Note 3) | 76,526 | — | — | 76,526 | |||||||||||||||
Shareholder service fee (Note 3) | 25,509 | — | — | 25,509 | |||||||||||||||
Custodian and transfer agent fees | 2,300 | 40,112 | — | 42,412 | |||||||||||||||
Audit and tax fees | 45,172 | 10,120 | — | 55,292 | |||||||||||||||
Legal fees | 368 | 1,472 | — | 1,840 | |||||||||||||||
Trustees fees and related expenses (Note 3) | 222 | — | — | 222 | |||||||||||||||
Miscellaneous | 184 | 3,036 | — | 3,220 | |||||||||||||||
Total expenses | 150,281 | 54,740 | — | 205,021 | |||||||||||||||
Fees and expenses reimbursed by Manager (Note 3) | (47,932 | ) | (54,740 | ) | — | (102,672 | ) | ||||||||||||
Net expenses | 102,349 | — | — | 102,349 | |||||||||||||||
Net investment income | 56,837 | 116,591 | — | 173,428 | |||||||||||||||
Realized and unrealized gain (loss): | |||||||||||||||||||
Net realized gain (loss) on: | |||||||||||||||||||
Investments in unaffiliated issuers | — | 5,517 | — | 5,517 | |||||||||||||||
Investments in affiliated issuers | (4,418 | ) | — | — | (4,418 | ) | |||||||||||||
Closed futures contracts | — | (266,466 | ) | — | (266,466 | ) | |||||||||||||
Closed swap contracts | — | (382,592 | ) | — | (382,592 | ) | |||||||||||||
Net realized gain (loss) | (4,418 | ) | (643,541 | ) | — | (647,959 | ) | ||||||||||||
Change in net unrealized appreciation (depreciation) on: | |||||||||||||||||||
Investments in unaffiliated issuers | — | (4,961 | ) | — | (4,961 | ) | |||||||||||||
Investments in affiliated issuers | (2,645,760 | ) | — | 2,146,170 | (499,590 | ) | |||||||||||||
Open futures contracts | — | 133,944 | — | 133,944 | |||||||||||||||
Open swap contracts | — | (1,748,203 | ) | — | (1,748,203 | ) | |||||||||||||
Net unrealized gain (loss) | (2,645,760 | ) | (1,619,220 | ) | 2,146,170 | (2,118,810 | ) | ||||||||||||
Net realized and unrealized gain (loss) | (2,650,178 | ) | (2,262,761 | ) | 2,146,170 | (2,766,769 | ) | ||||||||||||
Net increase (decrease) in net assets resulting from operations | $ | (2,593,341 | ) | $ | (2,146,170 | ) | $ | 2,146,170 | $ | (2,593,341 | ) |
See accompanying notes to the financial statements.
6
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 173,428 | $ | 2,400,062 | |||||||
Net realized gain (loss) | (647,959 | ) | 2,207,780 | ||||||||
Change in net unrealized appreciation (depreciation) | (2,118,810 | ) | (3,054,525 | ) | |||||||
Net increase (decrease) in net assets from operations | (2,593,341 | ) | 1,553,317 | ||||||||
Fund share transactions: (Note 7) | |||||||||||
Proceeds from sale of shares | — | 3,431,990 | |||||||||
Cost of shares repurchased | — | (145,526,957 | ) | ||||||||
Net increase (decrease) in Fund share transactions | — | (142,094,967 | ) | ||||||||
Total increase (decrease) in net assets | (2,593,341 | ) | (140,541,650 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 33,971,990 | 174,513,640 | |||||||||
End of period | $ | 31,378,649 | $ | 33,971,990 |
See accompanying notes to the financial statements.
7
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Consolidated Financial Highlights
(For a share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006(a) | ||||||||||||||||
Net asset value, beginning of period | $ | 33.11 | $ | 28.54 | $ | 26.63 | $ | 25.00 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)(b)† | 0.17 | 0.69 | 1.28 | 0.73 | |||||||||||||||
Net realized and unrealized gain (loss) | (2.70 | ) | 3.88 | (c) | 0.63 | 0.90 | |||||||||||||
Total from investment operations | (2.53 | ) | 4.57 | 1.91 | 1.63 | ||||||||||||||
Net asset value, end of period | $ | 30.58 | $ | 33.11 | $ | 28.54 | $ | 26.63 | |||||||||||
Total Return(d) | (7.64 | )%** | 16.01 | % | 7.17 | % | 6.52 | %** | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 31,379 | $ | 33,972 | $ | 174,514 | $ | 181,947 | |||||||||||
Net expenses to average daily net assets(e) | 0.60 | %* | 0.60 | % | 0.60 | % | 0.61 | %* | |||||||||||
Net investment income to average daily net assets(b) | 1.02 | %* | 2.41 | % | 4.60 | % | 3.12 | %* | |||||||||||
Portfolio turnover rate | 50 | %** | 24 | % | 12 | % | 13 | %** | |||||||||||
Fees and expenses reimbursed by the Manager | |||||||||||||||||||
to average daily net assets: | 0.60 | %* | 0.21 | % | 0.12 | % | 0.15 | %* |
(a) Period from April 11, 2005 (commencement of operations) to February 28, 2006.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(d) Total returns would have been lower had certain expenses not been reimbursed during the periods shown.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
8
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Alternative Asset Opportunity Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of its benchmark. The Fund's benchmark is a composite of the Dow Jones-AIG Commodity Index (50%) and the JPMorgan 3 Month Cash Index (50%). The Fund seeks indirect exposure to investment returns of commodities and, from time to time, other alternative asset classes (e.g., currencies). The Fund's investment program has two primary components. One component is intended to gain indirect exposure to the commodity markets through the Fund's investments in a wholly-owned subsidiary company, which, in turn, invests in various commodity-related derivatives. The second component of the Fund's investment program consists of direct and indirect investments in high quality U.S. and foreign fixed income securities. Normally, the Fund gains exposure to fixed income securities indirectly by investing in GMO Short-Duration Collateral Fund.
Shares of the Fund are not publicly offered and are principally available only to other funds of the Trust and certain accredited investors.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Basis of presentation and principles of consolidation
The accompanying consolidated financial statements include the accounts of the GMO Alternative Asset Opportunity Fund and its wholly owned investment in GMO Alternative Asset SPC Ltd. The consolidated financial statements include 100% of the assets and liabilities of GMO Alternative Asset SPC Ltd. All significant interfund accounts and transactions have been eliminated in consolidation.
9
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 26.32% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
10
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 5,001,563 | $ | 299,824 | |||||||
Level 2 - Other Significant Observable Inputs | 26,473,312 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 31,474,875 | $ | 299,824 |
* Other financial instruments include futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (18,655 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (65,877 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (84,532 | ) |
** Other financial instruments include futures contracts and swap agreements.
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price
11
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segre gate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or
12
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Taxes
The Fund elected to be taxed as a partnership for federal income tax purposes. As a partnership, the Fund will not be subject to federal and state income tax. Instead, each shareholder is responsible for the tax liability or benefit related to his/her allocable share of taxable income or loss. Accordingly, no provision (benefit) for federal and state income taxes is reflected in the accompanying financial statements.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 34,652,200 | $ | — | $ | (3,177,325 | ) | $ | (3,177,325 | ) |
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Distributions
The Fund does not intend to make any distributions to its shareholders but may do so in the sole discretion of the Trustees.
13
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
Because of the Fund's indirect exposure to the global commodity markets, the value of its shares is affected by factors particular to the commodity markets and may fluctuate more than the value of shares of a fund with a broader range of investments. Commodity prices can be extremely volatile and are affected by a wide range of factors, including changes in overall market movements, real or perceived inflationary trends, commodity index volatility, changes in interest rates or currency exchange rates, population growth and changing demographics, international economic, political, and regulatory developments, and developments affecting a particular industry or commodity, such as drought, floods, or other weather conditions, livestock disease, trade embargoes, competition from substitute products, transportation bottlenecks or shortages, fluctuations in supply and demand, and tariffs. The value of the Fund's investments in commodi ty-related derivatives may fluctuate more than the relevant underlying commodity or commodities or commodity index.
14
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about Funds' derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.45% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15%.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.45% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the GMO Short-Duration Collateral Fund. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.002 | % | 0.000 | % | 0.000 | % | 0.002 | % |
15
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $222 and $92, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
The Fund's investments in commodity-related derivatives are generally made through GMO Alternative Asset Opportunity SPC Ltd., a wholly owned subsidiary organized as a Bermuda limited liability company, which GMO serves as investment manager but does not receive any additional management or other fees for such services.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | 13,552,344 | $ | 13,547,597 | |||||||
Investments (non-U.S. Government securities) | 158,934 | 44,100 |
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 83.43% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and all of the Fund's shares were held by accounts for which the Manager had investment discretion.
16
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Notes to Consolidated Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||
Shares sold | — | $ | — | 117,663 | $ | 3,431,990 | |||||||||||||
Shares repurchased | — | — | (5,206,092 | ) | (145,526,957 | ) | |||||||||||||
Net increase (decrease) | — | $ | — | (5,088,429 | ) | $ | (142,094,967 | ) |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of the affiliated issuer during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Short-Duration Collateral Fund | $ | 23,686,705 | $ | 158,934 | $ | 44,100 | $ | 158,934 | $ | — | $ | 23,297,531 | |||||||||||||||
Totals | $ | 23,686,705 | $ | 158,934 | $ | 44,100 | $ | 158,934 | $ | — | $ | 23,297,531 |
9. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.76% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the private placement memorandum, which can be obtained by calling 1-617-346-7646 (collect).
17
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of
18
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relatio nships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that the underlying funds do not charge any advisory fees. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
19
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
20
GMO Alternative Asset Opportunity Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
1) Actual | 0.60 | % | $ | 1,000.00 | $ | 923.60 | $ | 2.91 | |||||||||||
2) Hypothetical | 0.60 | % | $ | 1,000.00 | $ | 1,022.18 | $ | 3.06 |
* Expenses are calculated using the Fund's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
21
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 97.6 | % | |||||
Short-Term Investments | 5.5 | ||||||
Options Purchased | 0.8 | ||||||
Loan Participations | 0.1 | ||||||
Forward Currency Contracts | 0.0 | ||||||
Loan Assignments | 0.0 | ||||||
Futures | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Reverse Repurchase Agreements | (0.2 | ) | |||||
Written Options | (0.4 | ) | |||||
Swaps | (2.7 | ) | |||||
Other | (0.7 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 15.5% | |||||||||||||||
Canada — 0.3% | |||||||||||||||
Corporate Debt | |||||||||||||||
15,000,000 | TransAlta Corp., 5.75%, due 12/15/13 | 14,618,250 | |||||||||||||
Italy — 0.2% | |||||||||||||||
Corporate Debt | |||||||||||||||
10,000,000 | Telecom Italia Capital, 4.95%, due 09/30/14 | 9,061,950 | |||||||||||||
Mexico — 0.2% | |||||||||||||||
Corporate Debt | |||||||||||||||
10,000,000 | Telefonos de Mexico SA de CV, 5.50%, due 01/27/15 | 9,714,100 | |||||||||||||
United States — 14.8% | |||||||||||||||
Corporate Debt — 1.2% | |||||||||||||||
7,000,000 | CVS Corp., 6.13%, due 08/15/16 | 7,092,820 | |||||||||||||
10,000,000 | Eastman Chemical Co., 7.25%, due 01/15/24 | 10,036,950 | |||||||||||||
10,000,000 | Kinder Morgan Energy Partners, L.P., 6.00%, due 02/01/17 | 9,940,780 | |||||||||||||
5,000,000 | Ryder System, Inc., MTN, 5.85%, due 11/01/16 | 4,622,000 | |||||||||||||
10,000,000 | Southwest Airlines Co., 5.75%, due 12/15/16 | 9,121,800 | |||||||||||||
5,000,000 | Spectra Energy Capital, Series B, 6.75%, due 07/15/18 | 4,963,115 | |||||||||||||
5,000,000 | Wyeth, 5.50%, due 02/01/14 | 5,098,300 | |||||||||||||
50,875,765 | |||||||||||||||
Structured Notes — 0.5% | |||||||||||||||
20,000,000 | Boston Scientific Corp., 5.25%, due 11/15/15 | 18,800,000 | |||||||||||||
5,000,000 | RPM UK Group, 144A, 6.70%, due 11/01/15 | 4,962,680 | |||||||||||||
23,762,680 | |||||||||||||||
U.S. Government — 13.1% | |||||||||||||||
6,000,000 | U.S. Treasury Note, 3.13%, due 10/15/08 (a) | 6,010,313 | |||||||||||||
564,500,000 | U.S. Treasury Note, 2.38%, due 08/31/10 | 564,676,406 | |||||||||||||
570,686,719 | |||||||||||||||
Total United States | 645,325,164 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $683,157,681) | 678,719,464 |
See accompanying notes to the financial statements.
2
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Principal Amount / Shares | Description | Value ($) | |||||||||||||
OPTIONS PURCHASED — 0.1% | |||||||||||||||
Options on Interest Rate Swaps — 0.0% | |||||||||||||||
USD | 1,000,000,000 | USD Swaption Put, Expires 10/29/08, Strike 3.27% | 1,440,070 | ||||||||||||
Options on Futures — 0.1% | |||||||||||||||
USD | 2,000,000 | U.S. Treasury Note 5 Yr. (CBT) Call, Expires 09/26/08, Strike 111.50 | 1,906,250 | ||||||||||||
TOTAL OPTIONS PURCHASED (COST $4,431,000) | 3,346,320 | ||||||||||||||
MUTUAL FUNDS — 87.0% | |||||||||||||||
United States — 87.0% | |||||||||||||||
Affiliated Issuers | |||||||||||||||
8,272,839 | GMO Emerging Country Debt Fund, Class III | 78,922,885 | |||||||||||||
124,769,530 | GMO Short-Duration Collateral Fund | 2,934,579,345 | |||||||||||||
29,667,691 | GMO World Opportunity Overlay Fund | 784,413,760 | |||||||||||||
Total United States | 3,797,915,990 | ||||||||||||||
TOTAL MUTUAL FUNDS (COST $3,921,888,504) | 3,797,915,990 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
Money Market Funds — 0.0% | |||||||||||||||
2,094,882 | State Street Institutional Liquid Cash Reserves Fund-Institutional Class | 2,094,882 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $2,094,882) | 2,094,882 | ||||||||||||||
TOTAL INVESTMENTS — 102.6% (Cost $4,611,572,067) | 4,482,076,656 | ||||||||||||||
Other Assets and Liabilities (net) — (2.6%) | (114,136,297 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 4,367,940,359 |
See accompanying notes to the financial statements.
3
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
342 | U.S. Treasury Note 2 Yr. (CBT) | December 2008 | $ | 72,600,188 | $ | 15,006 | |||||||||||||
Sales | |||||||||||||||||||
1,187 | U.S. Treasury Note 10 Yr. | December 2008 | $ | 137,098,500 | $ | 302,462 | |||||||||||||
308 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | 34,476,750 | (924 | ) | ||||||||||||||
90 | U.S. Long Bond (CBT) | December 2008 | 10,558,125 | 55,308 | |||||||||||||||
$ | 182,133,375 | $ | 356,846 |
Written Options
Notional Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||||||
Call | $ | 400,000,000 | 9/26/2008 | USD | U.S. Treasury Note 5 Yr. (CBT), | ||||||||||||||||||||||
Strike 113.00% | $ | (1,425,500 | ) | $ | (1,218,750 | ) | |||||||||||||||||||||
Call | 1,000,000,000 | 10/29/2008 | USD | Interest Rate Swaption, Strike 2.77% | (800,000 | ) | (141,930 | ) | |||||||||||||||||||
Call | 1,000,000,000 | 10/29/2008 | USD | Interest Rate Swaption, Strike 3.02% | (1,512,500 | ) | (546,570 | ) | |||||||||||||||||||
$ | (3,738,000 | ) | $ | (1,907,250 | ) |
Swap Agreements
Credit Default Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||
15,000,000 | USD | 12/15/2013 | Goldman Sachs | (Pay) | 0.42 | % | TransAlta Corp. | $ | 1,340,353 | ||||||||||||||||||||||
5,000,000 | USD | 3/20/2014 | Morgan Stanley | (Pay) | 0.15 | % | Wyeth | 46,632 | |||||||||||||||||||||||
10,000,000 | USD | 9/30/2014 | Goldman Sachs | (Pay) | 0.74 | % | Telecom Italia Capital | 397,335 |
See accompanying notes to the financial statements.
4
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||||||
10,000,000 | USD | 2/20/2015 | JP Morgan | (Pay) | 0.61 | % | Telefonos de Mexico | ||||||||||||||||||||||||||||
Chase Bank | SA de CV | $ | 453,507 | ||||||||||||||||||||||||||||||||
5,000,000 | USD | 11/1/2015 | Goldman Sachs | (Pay) | 0.62 | % | RPM UK | 198,453 | |||||||||||||||||||||||||||
15,000,000 | USD | 12/20/2015 | Barclays Bank PLC | (Pay) | 0.73 | % | Boston Scientific Corp. | 737,430 | |||||||||||||||||||||||||||
5,000,000 | USD | 12/20/2015 | Morgan Stanley | (Pay) | 0.81 | % | Boston Scientific Corp. | 221,571 | |||||||||||||||||||||||||||
7,000,000 | USD | 9/20/2016 | Barclays Bank PLC | (Pay) | 0.32 | % | CVS Corp. | 145,831 | |||||||||||||||||||||||||||
5,000,000 | USD | 12/20/2016 | Morgan Stanley | (Pay) | 0.46 | % | Ryder System, Inc., MTN | 323,507 | |||||||||||||||||||||||||||
10,000,000 | USD | 12/20/2016 | Barclays Bank PLC | (Pay) | 0.72 | % | Southwest Airlines | 656,026 | |||||||||||||||||||||||||||
10,000,000 | USD | 2/1/2017 | Goldman Sachs | (Pay) | 0.49 | % | Kinder Morgan Energy Partners LP | 475,189 | |||||||||||||||||||||||||||
5,000,000 | USD | 7/15/2018 | Goldman Sachs | (Pay) | 0.93 | % | Spectra Energy Capital | 65,570 | |||||||||||||||||||||||||||
10,000,000 | USD | 1/20/2024 | Goldman Sachs | (Pay) | 1.11 | % | Eastman Chemical Co. | (329,733 | ) | ||||||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 4,731,671 |
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
2,755,000,000 | USD | 2/11/2012 | Deutsche Bank AG | Receive | 3.85 | % | 3 month LIBOR | $ | (15,871,721 | ) | |||||||||||||||||||||
2,766,000,000 | USD | 2/16/2012 | Merrill Lynch | Receive | 3.90 | % | 3 month LIBOR | (13,852,853 | ) | ||||||||||||||||||||||
1,398,000,000 | USD | 3/4/2012 | Morgan Stanley | Receive | 3.80 | % | 3 month LIBOR | (10,409,710 | ) | ||||||||||||||||||||||
2,776,000,000 | USD | 3/5/2012 | Citigroup | Receive | 3.73 | % | 3 month LIBOR | (24,142,852 | ) | ||||||||||||||||||||||
1,390,000,000 | USD | 3/5/2012 | Morgan Stanley | Receive | 3.71 | % | 3 month LIBOR | (12,693,470 | ) | ||||||||||||||||||||||
1,388,000,000 | USD | 3/20/2012 | Deutsche Bank AG | Receive | 3.54 | % | 3 month LIBOR | (17,482,101 | ) | ||||||||||||||||||||||
500,000,000 | USD | 9/2/2013 | Citigroup | Receive | 4.04 | % | 3 month LIBOR | 271,794 | |||||||||||||||||||||||
500,000,000 | USD | 9/2/2013 | Morgan Stanley | Receive | 4.04 | % | 3 month LIBOR | 305,707 | |||||||||||||||||||||||
666,000,000 | USD | 2/11/2020 | Deutsche Bank AG | (Pay) | 5.00 | % | 3 month LIBOR | (9,530,593 | ) | ||||||||||||||||||||||
668,000,000 | USD | 2/18/2020 | Merrill Lynch | (Pay) | 5.10 | % | 3 month LIBOR | (14,465,814 | ) | ||||||||||||||||||||||
333,000,000 | USD | 3/4/2020 | Morgan Stanley | (Pay) | 5.00 | % | 3 month LIBOR | (4,400,674 | ) | ||||||||||||||||||||||
660,000,000 | USD | 3/5/2020 | Citigroup | (Pay) | 4.94 | % | 3 month LIBOR | (5,705,762 | ) | ||||||||||||||||||||||
333,000,000 | USD | 3/5/2020 | Morgan Stanley | (Pay) | 4.93 | % | 3 month LIBOR | (2,627,394 | ) | ||||||||||||||||||||||
333,000,000 | USD | 3/20/2020 | Deutsche Bank AG | (Pay) | 4.72 | % | 3 month LIBOR | 2,838,802 | |||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 3,368,000 | $ | (127,766,641 | ) |
See accompanying notes to the financial statements.
5
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
LIBOR - London Interbank Offered Rate
MTN - Medium Term Note
(a) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
Currency Abbreviations:
USD - United States Dollar
See accompanying notes to the financial statements.
6
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $689,683,563) (Note 2) | $ | 684,160,666 | |||||
Investments in affiliated issuers, at value (cost $3,921,888,504) (Notes 2 and 8) | 3,797,915,990 | ||||||
Receivable for investments sold | 570,015,533 | ||||||
Receivable for Fund shares sold | 3,962,017 | ||||||
Dividends and interest receivable | 1,480,811 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 309,454 | ||||||
Interest receivable for open swap contracts | 3,139,780 | ||||||
Receivable for open swap contracts (Note 2) | 8,477,707 | ||||||
Receivable for closed swap contracts (Note 2) | 1,563,220 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 115,371 | ||||||
Total assets | 5,071,140,549 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 564,309,462 | ||||||
Payable for Fund shares repurchased | 4,123,015 | ||||||
Written options outstanding, at value (premiums $3,738,000) (Note 2) | 1,907,250 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 932,661 | ||||||
Shareholder service fee | 220,302 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 9,961 | ||||||
Payable for open swap contracts (Note 2) | 131,512,677 | ||||||
Accrued expenses | 184,862 | ||||||
Total liabilities | 703,200,190 | ||||||
Net assets | $ | 4,367,940,359 |
See accompanying notes to the financial statements.
7
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 4,709,315,325 | |||||
Distributions in excess of net investment income | (9,447,238 | ) | |||||
Accumulated net realized loss | (84,967,949 | ) | |||||
Net unrealized depreciation | (246,959,779 | ) | |||||
$ | 4,367,940,359 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 187,214,407 | |||||
Class VI shares | $ | 4,180,725,952 | |||||
Shares outstanding: | |||||||
Class III | 8,235,894 | ||||||
Class VI | 184,033,950 | ||||||
Net asset value per share: | |||||||
Class III | $ | 22.73 | |||||
Class VI | $ | 22.72 |
See accompanying notes to the financial statements.
8
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 20,674,684 | |||||
Interest | 6,966,633 | ||||||
Dividends | 98,353 | ||||||
Total investment income | 27,739,670 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 6,054,175 | ||||||
Shareholder service fee – Class III (Note 3) | 155,096 | ||||||
Shareholder service fee – Class VI (Note 3) | 1,275,050 | ||||||
Custodian, fund accounting agent and transfer agent fees | 254,104 | ||||||
Audit and tax fees | 33,856 | ||||||
Legal fees | 66,332 | ||||||
Trustees fees and related expenses (Note 3) | 29,433 | ||||||
Registration fees | 2,024 | ||||||
Miscellaneous | 31,740 | ||||||
Total expenses | 7,901,810 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (366,436 | ) | |||||
Expense reductions (Note 2) | (34 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (171,958 | ) | |||||
Shareholder service fee waived (Note 3) | (60,605 | ) | |||||
Net expenses | 7,302,777 | ||||||
Net investment income (loss) | 20,436,893 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | 1,614,351 | ||||||
Investments in affiliated issuers | (92,635,177 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 1,710,186 | ||||||
Closed futures contracts | (4,041,126 | ) | |||||
Closed swap contracts | (1,685,309 | ) | |||||
Written options | 3,286,980 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 574 | ||||||
Net realized gain (loss) | (91,749,521 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (5,063,896 | ) | |||||
Investments in affiliated issuers | 42,801,929 | ||||||
Open futures contracts | 3,551,528 | ||||||
Open swap contracts | (161,100,679 | ) | |||||
Written options | 1,830,750 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (3,400 | ) | |||||
Net unrealized gain (loss) | (117,983,768 | ) | |||||
Net realized and unrealized gain (loss) | (209,733,289 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (189,296,396 | ) |
See accompanying notes to the financial statements.
9
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 20,436,893 | $ | 119,328,375 | |||||||
Net realized gain (loss) | (91,749,521 | ) | (36,796,389 | ) | |||||||
Change in net unrealized appreciation (depreciation) | (117,983,768 | ) | (126,139,356 | ) | |||||||
Net increase (decrease) in net assets from operations | (189,296,396 | ) | (43,607,370 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (4,360 | ) | (5,772,752 | ) | |||||||
Class VI | (997,551 | ) | (97,139,821 | ) | |||||||
Total distributions from net investment income | (1,001,911 | ) | (102,912,573 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (344,272 | ) | ||||||||
Class VI | — | (5,909,472 | ) | ||||||||
Total distributions from net realized gains | — | (6,253,744 | ) | ||||||||
(1,001,911 | ) | (109,166,317 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (81,585,635 | ) | 59,121,073 | ||||||||
Class VI | (759,752,178 | ) | 3,042,002,441 | ||||||||
Increase (decrease) in net assets resulting from net share transactions | (841,337,813 | ) | 3,101,123,514 | ||||||||
Total increase (decrease) in net assets | (1,031,636,120 | ) | 2,948,349,827 | ||||||||
Net assets: | |||||||||||
Beginning of period | 5,399,576,479 | 2,451,226,652 | |||||||||
End of period (including distributions in excess of net investment income of $9,447,238 and $28,882,220, respectively) | $ | 4,367,940,359 | $ | 5,399,576,479 |
See accompanying notes to the financial statements.
10
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 23.60 | $ | 25.22 | $ | 25.06 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)(b)† | 0.08 | 0.78 | 0.96 | ||||||||||||
Net realized and unrealized gain (loss) | (0.95 | ) | (1.37 | ) | 0.34 | ||||||||||
Total from investment operations | (0.87 | ) | (0.59 | ) | 1.30 | ||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.00 | )(c) | (0.97 | ) | (1.14 | ) | |||||||||
From net realized gains | — | (0.06 | ) | — | |||||||||||
Total distributions | (0.00 | ) | (1.03 | ) | (1.14 | ) | |||||||||
Net asset value, end of period | $ | 22.73 | $ | 23.60 | $ | 25.22 | |||||||||
Total Return(d) | (3.68 | )%** | (2.39 | )% | 5.23 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 187,214 | $ | 277,879 | $ | 226,917 | |||||||||
Net expenses to average daily net assets(e) | 0.39 | %(f)* | 0.38 | %(f) | 0.39 | %* | |||||||||
Net investment income to average daily net assets(b) | 0.65 | %* | 3.12 | % | 5.96 | %* | |||||||||
Portfolio turnover rate | 42 | %** | 67 | % | 7 | %**†† | |||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.02 | %* | 0.04 | % | 0.06 | %* |
(a) Period from July 13, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) Distributions from net investment income were less than $0.01 per share.
(d) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(f) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover rate of the Fund for the period May 31, 2006 through February 28, 2007.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
11
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 23.57 | $ | 25.22 | $ | 25.00 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)(b)† | 0.10 | 0.97 | 0.76 | ||||||||||||
Net realized and unrealized gain (loss) | (0.94 | ) | (1.55 | ) | 0.61 | ||||||||||
Total from investment operations | (0.84 | ) | (0.58 | ) | 1.37 | ||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.01 | ) | (1.01 | ) | (1.15 | ) | |||||||||
From net realized gains | — | (0.06 | ) | — | |||||||||||
Total distributions | (0.01 | ) | (1.07 | ) | (1.15 | ) | |||||||||
Net asset value, end of period | $ | 22.72 | $ | 23.57 | $ | 25.22 | |||||||||
Total Return(c) | (3.58 | )%** | (2.35 | )% | 5.52 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 4,180,726 | $ | 5,121,698 | $ | 2,224,310 | |||||||||
Net expenses to average daily net assets(d) | 0.30 | %(e)* | 0.29 | %(e) | 0.29 | %* | |||||||||
Net investment income to average daily net assets(b) | 0.85 | %* | 3.87 | % | 4.01 | %* | |||||||||
Portfolio turnover rate | 42 | %** | 67 | % | 7 | %** | |||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.02 | %* | 0.04 | % | 0.06 | %* |
(a) Period from May 31, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
12
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Strategic Fixed Income Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of the JPMorgan U.S. 3 Month Cash Index. The Manager may, in the future, depending on the Manager's assessment of interest rate conditions, change the Fund's benchmark to another nationally recognized debt index with a duration between 90 days and 15 years. The Fund typically invests in fixed income securities included in the Fund's benchmark and in securities and instruments with similar characteristics. The Fund may seek additional returns by seeking to exploit differences in global interest rates and currency and emerging country debt markets. The Fund may invest a substantial portion of its total assets in shares of GMO Short-Duration Collateral Fund; in futures contracts, currency options, currency forwards, swap contracts, interest rate options, swaps on interest rates, and other types of derivatives; in U.S. and foreign investment-grade bonds, including U.S. and foreign govern ment securities and asset-backed securities issued by U.S. government agencies (including securities neither guaranteed nor insured by the U.S. government), and foreign governments, corporate bonds, and mortgage-backed and other asset-backed securities issued by private issuers; in shares of GMO World Opportunity Overlay Fund, and up to 5% of the Fund's total assets in sovereign debt of emerging countries (including below investment grade securities (also known as "junk bonds")), primarily through investment in shares of GMO Emerging Country Debt Fund ("ECDF").
As of August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different level of shareholder service fees.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect). Shares of GMO Short-Duration Collateral Fund and GMO World Opportunity Overlay Fund are not publicly available for direct purchase.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing
13
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 31.35% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level
14
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 649,609,604 | $ | 372,776 | |||||||
Level 2 - Other Significant Observable Inputs | 3,832,467,052 | 8,477,707 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 4,482,076,656 | $ | 8,850,483 |
* Other financial instruments include futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (924 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (133,419,927 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (133,420,851 | ) |
** Other financial instruments include futures contracts, swap agreements, and written options.
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and
15
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
16
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
For the period ended August 31, 2008, the Fund's investment activity in written option contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | — | $ | — | $ | — | $ | — | |||||||||||
Options written | — | — | (3,200,000,000 | ) | (7,029,380 | ) | |||||||||||||
Options exercised | — | — | — | — | |||||||||||||||
Options expired | — | — | — | — | |||||||||||||||
Options sold | — | 800,000,000 | 3,291,380 | ||||||||||||||||
Outstanding, end of period | $ | — | $ | — | $ | (2,400,000,000 | ) | $ | (3,738,000 | ) |
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
17
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that has sold the participation in the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. The Fund had no loan agreements outstanding at the end of the period.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the
18
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at
19
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Delayed delivery commitments
The Fund may purchase or sell securities on a when-issued or forward commitment basis. Payment and delivery may take place a month or more after the date of the transaction. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Collateral consisting of liquid securities or cash and cash equivalents is maintained with the custodian in an amount at least equal to these commitments. The Fund had no delayed delivery commitments outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes
20
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $157,824.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 4,637,406,499 | $ | 19,516,652 | $ | (174,846,495 | ) | $ | (155,329,843 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a
21
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
class of shares, are charged to that class's operations. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares. The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.055% for Class VI shares; provided, however, that the amount of this waiver will not exceed the respective Class's shareholder service fee.
22
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.25% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to th e definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 30, 2008 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Expenses) and (b) the amount of fees and expenses incurred indirectly by the Fund through its investment in ECDF (excluding ECDF's Excluded Expenses), exceeds 0.25% of the Fund's average daily net assets, subject to a maximum total reimbursement to the Fund equal to 0.25% of the Fund's average daily net assets.
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.009 | % | 0.003 | % | 0.005 | % | 0.017 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $25,017 and $14,352, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations, were as follow:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | 1,664,670,234 | $ | 1,123,711,924 | |||||||
Investments (non-U.S. Government securities) | 32,743,035 | 1,395,193,395 |
23
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 77.71% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Two of the shareholders are other funds of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and all of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,146,889 | $ | 26,191,295 | 14,637,641 | $ | 354,355,271 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 153 | 3,491 | 210,515 | 5,059,119 | |||||||||||||||
Shares repurchased | (4,687,862 | ) | (107,780,421 | ) | (12,069,867 | ) | (300,293,317 | ) | |||||||||||
Net increase (decrease) | (3,540,820 | ) | $ | (81,585,635 | ) | 2,778,289 | $ | 59,121,073 |
24
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 3,394,201 | $ | 77,695,476 | 188,277,166 | $ | 4,555,951,605 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 43,636 | 997,528 | 4,301,787 | 103,049,293 | |||||||||||||||
Shares repurchased | (36,668,214 | ) | (838,445,182 | ) | (63,520,875 | ) | (1,616,998,457 | ) | |||||||||||
Net increase (decrease) | (33,230,377 | ) | $ | (759,752,178 | ) | 129,058,078 | $ | 3,042,002,441 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the securities of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class III | $ | 80,962,232 | $ | 2,145,580 | $ | — | $ | 435,393 | $ | 1,710,186 | $ | 78,922,885 | |||||||||||||||
GMO Short-Duration Collateral Fund | 4,314,050,306 | 20,239,291 | 1,331,100,000 | 20,239,291 | — | 2,934,579,345 | |||||||||||||||||||||
GMO World Opportunity Overlay Fund | 821,340,094 | — | 60,500,000 | — | — | 784,413,760 | |||||||||||||||||||||
Totals | $ | 5,216,352,632 | $ | 22,384,871 | $ | 1,391,600,000 | $ | 20,674,684 | $ | 1,710,186 | $ | 3,797,915,990 |
9. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.85% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
25
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In
26
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that certain underlying funds do not charge any advisory fees, and that with respe ct to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most other expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal
27
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
28
GMO Strategic Fixed Income Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.41 | % | $ | 1,000.00 | $ | 963.20 | $ | 2.03 | |||||||||||
2) Hypothetical | 0.41 | % | $ | 1,000.00 | $ | 1,023.14 | $ | 2.09 | |||||||||||
Class VI | |||||||||||||||||||
1) Actual | 0.32 | % | $ | 1,000.00 | $ | 964.20 | $ | 1.58 | |||||||||||
2) Hypothetical | 0.32 | % | $ | 1,000.00 | $ | 1,023.59 | $ | 1.63 |
* Expenses are calculated using each Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
29
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 93.3 | % | |||||
Short-Term Investments | 4.8 | ||||||
Forward Currency Contracts | 0.0 | ||||||
Futures | (0.0 | ) | |||||
Swaps | (0.2 | ) | |||||
Other | 2.1 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) / Shares | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 22.7% | |||||||||||||||
U.S. Government Agency — 22.7% | |||||||||||||||
105,000 | Agency for International Development Floater (Support of Botswana), Variable Rate, 6 mo. U.S. Treasury Bill + .40%, 2.37%, due 10/01/12 | 104,738 | |||||||||||||
676,575 | Agency for International Development Floater (Support of C.A.B.E.I.), Variable Rate, 6 mo. U.S. Treasury Bill + .40%, 2.37%, due 10/01/12 | 674,890 | |||||||||||||
587,129 | Agency for International Development Floater (Support of Honduras), Variable Rate, 3 mo. U.S. Treasury Bill x 117%, 1.93%, due 10/01/11 | 583,827 | |||||||||||||
35,942 | Agency for International Development Floater (Support of Peru), Series A, Variable Rate, 6 mo. U.S. Treasury Bill + .35%, 2.32%, due 05/01/14 | 35,763 | |||||||||||||
255,339 | Small Business Administration Pool #502320, Variable Rate, Prime - 2.19%, 2.81%, due 08/25/18 | 257,343 | |||||||||||||
Total U.S. Government Agency | 1,656,561 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $1,660,277) | 1,656,561 | ||||||||||||||
MUTUAL FUNDS — 74.6% | |||||||||||||||
Affiliated Issuers — 74.6% | |||||||||||||||
231,576 | GMO Short-Duration Collateral Fund | 5,446,670 | |||||||||||||
9,192 | GMO Special Purpose Holding Fund (a) (b) | 6,710 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $5,944,467) | 5,453,380 | ||||||||||||||
TOTAL INVESTMENTS — 97.3% (Cost $7,604,744) | 7,109,941 | ||||||||||||||
Other Assets and Liabilities (net) — 2.7% | 195,206 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 7,305,147 |
See accompanying notes to the financial statements.
2
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
C.A.B.E.I. - Central American Bank of Economic Integration
Variable rate - The rates shown on variable rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(b) Underlying investment represents interests in defaulted securities.
See accompanying notes to the financial statements.
3
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $1,660,277) (Note 2) | $ | 1,656,561 | |||||
Investments in affiliated issuers, at value (cost $5,944,467) (Notes 2 and 8) | 5,453,380 | ||||||
Cash | 194,173 | ||||||
Receivable for investments sold | 1,858 | ||||||
Interest receivable | 11,897 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 3,906 | ||||||
Total assets | 7,321,775 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 311 | ||||||
Shareholder service fee | 934 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 16 | ||||||
Accrued expenses | 15,367 | ||||||
Total liabilities | 16,628 | ||||||
Net assets | $ | 7,305,147 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 12,106,015 | |||||
Accumulated undistributed net investment income | 28,582 | ||||||
Accumulated net realized loss | (4,334,647 | ) | |||||
Net unrealized depreciation | (494,803 | ) | |||||
$ | 7,305,147 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 7,305,147 | |||||
Shares outstanding: | |||||||
Class III | 873,078 | ||||||
Net asset value per share: | |||||||
Class III | $ | 8.37 |
See accompanying notes to the financial statements.
4
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 37,101 | |||||
Interest | 17,168 | ||||||
Total investment income | 54,269 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 1,852 | ||||||
Shareholder service fee – Class III (Note 3) | 5,557 | ||||||
Custodian, fund accounting agent and transfer agent fees | 1,196 | ||||||
Audit and tax fees | 18,216 | ||||||
Legal fees | 92 | ||||||
Trustees fees and related expenses (Note 3) | 37 | ||||||
Registration fees | 1,840 | ||||||
Miscellaneous | 212 | ||||||
Total expenses | 29,002 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (21,528 | ) | |||||
Net expenses | 7,474 | ||||||
Net investment income (loss) | 46,795 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (35 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 20,816 | ||||||
Net realized gain (loss) | 20,781 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (133 | ) | |||||
Investments in affiliated issuers | (119,340 | ) | |||||
Net unrealized gain (loss) | (119,473 | ) | |||||
Net realized and unrealized gain (loss) | (98,692 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (51,897 | ) |
See accompanying notes to the financial statements.
5
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 46,795 | $ | 531,638 | |||||||
Net realized gain (loss) | 20,781 | 234,625 | |||||||||
Change in net unrealized appreciation (depreciation) | (119,473 | ) | (393,401 | ) | |||||||
Net increase (decrease) in net assets from operations | (51,897 | ) | 372,862 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (19,292 | ) | (529,051 | ) | |||||||
Net share transactions (Note 7): | |||||||||||
Class III | 942 | (23,783,143 | ) | ||||||||
Total increase (decrease) in net assets | (70,247 | ) | (23,939,332 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 7,375,394 | 31,314,726 | |||||||||
End of period (including accumulated undistributed net investment income of $28,582 and $1,079, respectively) | $ | 7,305,147 | $ | 7,375,394 |
See accompanying notes to the financial statements.
6
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 8.45 | $ | 8.93 | $ | 8.82 | $ | 8.77 | $ | 8.75 | $ | 8.68 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.05 | 0.32 | 0.47 | 0.27 | 0.23 | 0.12 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.11 | ) | (0.28 | ) | 0.11 | 0.07 | (0.01 | ) | 0.07 | ||||||||||||||||||
Total from investment operations | (0.06 | ) | 0.04 | 0.58 | 0.34 | 0.22 | 0.19 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.02 | ) | (0.52 | ) | (0.47 | ) | (0.29 | ) | (0.20 | ) | (0.12 | ) | |||||||||||||||
Return of capital | — | — | — | — | — | (0.00 | )(b) | ||||||||||||||||||||
Total distributions | (0.02 | ) | (0.52 | ) | (0.47 | ) | (0.29 | ) | (0.20 | ) | (0.12 | ) | |||||||||||||||
Net asset value, end of period | $ | 8.37 | $ | 8.45 | $ | 8.93 | $ | 8.82 | $ | 8.77 | $ | 8.75 | |||||||||||||||
Total Return(c) | (0.69 | )%** | 0.40 | % | 6.62 | % | 3.83 | % | 2.49 | % | 2.24 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 7,305 | $ | 7,375 | $ | 31,315 | $ | 29,454 | $ | 29,607 | $ | 44,156 | |||||||||||||||
Net expenses to average daily net assets(d) | 0.20 | %* | 0.20 | % | 0.20 | % | 0.20 | % | 0.20 | % | 0.21 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 1.26 | %* | 3.59 | % | 5.21 | % | 3.01 | % | 2.57 | % | 1.36 | % | |||||||||||||||
Portfolio turnover rate | 3 | %** | 5 | % | 12 | % | 17 | % | 101 | % | 4 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.58 | %* | 0.60 | % | 0.14 | % | 0.13 | % | 0.10 | % | 0.10 | % |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) Return of capital distribution was less than $0.01.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
7
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Short-Duration Investment Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks to provide current income to the extent consistent with the preservation of capital and liquidity. The Fund seeks to achieve this objective by investing a substantial portion of its assets in GMO Short-Duration Collateral Fund, which primarily invests in high quality U.S. and foreign adjustable rate fixed income securities, in particular asset-backed securities, issued by a wide range of private and government issuers. In addition, the Fund invests in high quality fixed income securities. The Fund's benchmark is the JPMorgan U.S. 3 Month Cash Index.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). Shares of the GMO Special Purpose Holding Fund and the GMO Short-Duration Collateral Fund are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value
8
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 49.11% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $20,816 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
9
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 7,103,231 | — | |||||||||
Level 3 - Significant Unobservable Inputs | 6,710 | — | |||||||||
Total | $ | 7,109,941 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 11,582 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 15,965 | ||||||||||
Realized gain distributions paid | (20,816 | ) | |||||||||
Change in unrealized appreciation/depreciation | (21 | ) | — | ||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 6,710 | $ | — |
10
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
11
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/29/2012 | $ | (500,299 | ) | ||||
2/28/2013 | (708 | ) | |||||
2/28/2014 | (3,024,063 | ) | |||||
2/29/2016 | (226,383 | ) | |||||
Total | $ | (3,751,453 | ) |
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 8,212,700 | $ | 8,004 | $ | (1,110,763 | ) | $ | (1,102,759 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have
12
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
13
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.05% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.05% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to th e definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.002 | % | 0.000 | % | 0.000 | % | 0.002 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO the period ended August 31, 2008 was $37 and $0, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008, aggregated $237,101 and $183,382, respectively.
14
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 54.59% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 15.11% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 80.76% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 4 | $ | 32 | 55,544 | $ | 469,351 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,296 | 19,289 | 60,822 | 528,993 | |||||||||||||||
Shares repurchased | (2,176 | ) | (18,379 | ) | (2,751,782 | ) | (24,781,487 | ) | |||||||||||
Net increase (decrease) | 124 | $ | 942 | (2,635,416 | ) | $ | (23,783,143 | ) |
15
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Short-Duration Collateral Fund | $ | 5,324,037 | $ | 237,101 | $ | — | $ | 37,101 | $ | — | $ | 5,446,670 | |||||||||||||||
GMO Special Purpose Holding Fund | 11,582 | — | — | — | 20,816 | 6,710 | |||||||||||||||||||||
Totals | $ | 5,335,619 | $ | 237,101 | $ | — | $ | 37,101 | $ | 20,816 | $ | 5,453,380 |
9. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.77% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
16
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives.
17
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Ma nager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that the underlying funds do not charge any advisory fees. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain
18
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
19
GMO Short-Duration Investment Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.20 | % | $ | 1,000.00 | $ | 993.10 | $ | 1.00 | |||||||||||
2) Hypothetical | 0.20 | % | $ | 1,000.00 | $ | 1,024.20 | $ | 1.02 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
20
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 98.8 | % | |||||
Short-Term Investments | 1.4 | ||||||
Other | (0.2 | ) | |||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Industrials | 19.6 | % | |||||
Information Technology | 17.5 | ||||||
Health Care | 17.3 | ||||||
Energy | 15.4 | ||||||
Consumer Discretionary | 15.2 | ||||||
Materials | 5.6 | ||||||
Financials | 5.2 | ||||||
Consumer Staples | 4.0 | ||||||
Telecommunication Services | 0.1 | ||||||
Utilities | 0.1 | ||||||
100.0 | % |
1
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 98.8% | |||||||||||||||
Consumer Discretionary — 15.0% | |||||||||||||||
600 | 1-800-FLOWERS.COM, Inc. * | 3,684 | |||||||||||||
100 | Aaron Rents, Inc. | 2,856 | |||||||||||||
800 | Advance Auto Parts, Inc. | 34,432 | |||||||||||||
1,600 | Aeropostale, Inc. * | 55,776 | |||||||||||||
200 | Arbitron, Inc. | 9,592 | |||||||||||||
400 | Bally Technologies, Inc. * | 13,692 | |||||||||||||
800 | Big Lots, Inc. * | 23,656 | |||||||||||||
500 | BorgWarner, Inc. | 20,675 | |||||||||||||
500 | Buckle, Inc. | 26,000 | |||||||||||||
200 | Capella Education Co. * | 9,942 | |||||||||||||
300 | Children's Place Retail Stores, Inc. * | 12,585 | |||||||||||||
100 | Chipotle Mexican Grill, Inc.-Class B * | 6,507 | |||||||||||||
700 | Choice Hotels International, Inc. | 18,893 | |||||||||||||
100 | Columbia Sportswear Co. | 4,039 | |||||||||||||
200 | Deckers Outdoor Corp. * | 22,738 | |||||||||||||
300 | DeVry, Inc. | 15,474 | |||||||||||||
500 | Dollar Tree, Inc. * | 19,180 | |||||||||||||
600 | Exide Technologies * | 7,404 | |||||||||||||
300 | Family Dollar Stores, Inc. | 7,476 | |||||||||||||
600 | Finish Line (The), Inc.-Class A | 7,254 | |||||||||||||
950 | Fossil, Inc. * | 28,424 | |||||||||||||
1,000 | Gentex Corp. | 15,930 | |||||||||||||
300 | Gymboree Corp. (The) * | 11,775 | |||||||||||||
500 | Hasbro, Inc. | 18,700 | |||||||||||||
700 | Hillenbrand, Inc. | 16,646 | |||||||||||||
500 | Interactive Data Corp. | 15,050 | |||||||||||||
200 | ITT Educational Services, Inc. * | 17,782 | |||||||||||||
600 | Jack in the Box, Inc. * | 14,238 | |||||||||||||
400 | John Wiley and Sons, Inc.-Class A | 19,032 | |||||||||||||
100 | Jos. A. Bank Clothiers, Inc. * | 2,599 | |||||||||||||
2,100 | LKQ Corp. * | 39,333 | |||||||||||||
1,100 | Marvel Entertainment, Inc. * | 37,257 |
See accompanying notes to the financial statements.
2
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Discretionary — continued | |||||||||||||||
300 | Matthews International Corp.-Class A | 15,078 | |||||||||||||
900 | NetFlix, Inc. * | 27,756 | |||||||||||||
300 | New York & Co., Inc. * | 3,540 | |||||||||||||
500 | Panera Bread Co.-Class A * | 26,870 | |||||||||||||
200 | Papa John's International, Inc. * | 5,584 | |||||||||||||
200 | PF Chang's China Bistro, Inc. * | 5,196 | |||||||||||||
100 | Polaris Industries, Inc. | 4,509 | |||||||||||||
200 | Pre-Paid Legal Services, Inc. * | 8,928 | |||||||||||||
800 | Priceline.com, Inc. * | 74,384 | |||||||||||||
2,100 | Ross Stores, Inc. | 84,441 | |||||||||||||
300 | Sonic Corp. * | 4,347 | |||||||||||||
400 | Strayer Education, Inc. | 83,936 | |||||||||||||
300 | Thor Industries, Inc. | 6,894 | |||||||||||||
600 | True Religion Apparel, Inc. * | 16,290 | |||||||||||||
600 | Tupperware Corp. | 21,432 | |||||||||||||
300 | Universal Electronics, Inc. * | 7,866 | |||||||||||||
3,300 | Urban Outfitters, Inc. * | 117,546 | |||||||||||||
400 | Warnaco Group (The), Inc. * | 20,628 | |||||||||||||
200 | WMS Industries, Inc. * | 6,720 | |||||||||||||
500 | Wolverine World Wide, Inc. | 13,165 | |||||||||||||
600 | World Wrestling Entertainment, Inc. | 9,762 | |||||||||||||
Total Consumer Discretionary | 1,123,493 | ||||||||||||||
Consumer Staples — 3.9% | |||||||||||||||
100 | Alberto-Culver Co. | 2,616 | |||||||||||||
400 | Boston Beer Co., Inc.-Class A * | 17,988 | |||||||||||||
600 | Cal-Maine Foods, Inc. | 23,694 | |||||||||||||
900 | Central European Distribution Corp. * | 51,921 | |||||||||||||
200 | Chattem, Inc. * | 14,024 | |||||||||||||
700 | Church & Dwight Co., Inc. | 43,750 | |||||||||||||
1,800 | Darling International, Inc. * | 24,714 | |||||||||||||
1,400 | Flowers Foods, Inc. | 37,016 | |||||||||||||
600 | Green Mountain Coffee Roasters, Inc. * | 21,894 | |||||||||||||
100 | Herbalife Ltd. | 4,710 |
See accompanying notes to the financial statements.
3
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Staples — continued | |||||||||||||||
150 | Inter Parfums, Inc. | 2,128 | |||||||||||||
200 | J & J Snack Foods Corp. | 6,738 | |||||||||||||
200 | Lancaster Colony Corp. | 6,956 | |||||||||||||
200 | McCormick & Co., Inc. (Non Voting) | 8,090 | |||||||||||||
700 | National Beverage Corp. * | 6,384 | |||||||||||||
100 | NBTY, Inc. * | 3,324 | |||||||||||||
300 | Nu Skin Enterprises, Inc.-Class A | 5,025 | |||||||||||||
100 | Sanderson Farms, Inc. | 3,431 | |||||||||||||
100 | USANA Health Sciences, Inc. * | 3,786 | |||||||||||||
200 | WD-40 Co. | 6,978 | |||||||||||||
Total Consumer Staples | 295,167 | ||||||||||||||
Energy — 15.2% | |||||||||||||||
600 | Alpha Natural Resources, Inc. * | 59,460 | |||||||||||||
800 | Arena Resources, Inc. * | 35,736 | |||||||||||||
900 | Atwood Oceanics, Inc. * | 36,594 | |||||||||||||
200 | Berry Petroleum Co. | 8,324 | |||||||||||||
400 | BPZ Resources, Inc. * | 7,880 | |||||||||||||
1,100 | Cabot Oil & Gas Corp. | 48,884 | |||||||||||||
200 | CARBO Ceramics, Inc. | 12,020 | |||||||||||||
800 | Comstock Resources, Inc. * | 51,952 | |||||||||||||
400 | Concho Resources, Inc. * | 13,068 | |||||||||||||
200 | Contango Oil & Gas Co. * | 14,224 | |||||||||||||
500 | Continental Resources, Inc. * | 25,085 | |||||||||||||
100 | Dawson Geophysical Co. * | 6,273 | |||||||||||||
1,800 | Denbury Resources, Inc. * | 44,802 | |||||||||||||
400 | Encore Acquisition Co. * | 20,624 | |||||||||||||
500 | FMC Technologies, Inc. * | 26,780 | |||||||||||||
800 | Foundation Coal Holdings, Inc. | 47,320 | |||||||||||||
700 | Frontline Ltd. | 42,287 | |||||||||||||
300 | Golar LNG Ltd. | 4,812 | |||||||||||||
100 | Hercules Offshore, Inc. * | 2,207 | |||||||||||||
200 | IHS, Inc.-Class A * | 12,832 | |||||||||||||
700 | International Coal Group, Inc. * | 7,161 |
See accompanying notes to the financial statements.
4
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
500 | James River Coal Co. * | 21,085 | |||||||||||||
200 | Knightsbridge Tankers Ltd. | 5,796 | |||||||||||||
100 | Lufkin Industries, Inc. | 9,279 | |||||||||||||
300 | Mariner Energy, Inc. * | 8,727 | |||||||||||||
1,700 | Massey Energy Co. | 112,132 | |||||||||||||
600 | McMoRan Exploration Co. * | 16,410 | |||||||||||||
800 | Oceaneering International, Inc. * | 49,928 | |||||||||||||
300 | Oil States International, Inc. * | 16,689 | |||||||||||||
400 | Patriot Coal Corp. * | 23,984 | |||||||||||||
1,300 | Patterson-UTI Energy, Inc. | 36,946 | |||||||||||||
700 | Petrohawk Energy Corp. * | 24,227 | |||||||||||||
100 | Petroleum Development Corp. * | 6,079 | |||||||||||||
400 | Petroquest Energy, Inc. * | 7,396 | |||||||||||||
100 | PHI, Inc. * | 3,841 | |||||||||||||
200 | Quicksilver Resources, Inc. * | 4,838 | |||||||||||||
200 | Range Resources Corp. | 9,284 | |||||||||||||
200 | Rowan Cos., Inc. | 7,388 | |||||||||||||
500 | RPC, Inc. | 9,115 | |||||||||||||
300 | St. Mary Land & Exploration Co. | 12,666 | |||||||||||||
300 | Superior Energy Services, Inc. * | 14,112 | |||||||||||||
100 | T-3 Energy Services, Inc. * | 5,583 | |||||||||||||
100 | Tidewater, Inc. | 6,067 | |||||||||||||
300 | Unit Corp. * | 20,319 | |||||||||||||
1,000 | W&T Offshore, Inc. | 35,160 | |||||||||||||
1,100 | Walter Industries, Inc. | 103,180 | |||||||||||||
400 | Whiting Petroleum Corp. * | 38,496 | |||||||||||||
Total Energy | 1,137,052 | ||||||||||||||
Financials — 5.1% | |||||||||||||||
100 | Arthur J. Gallagher & Co. | 2,648 | |||||||||||||
200 | Brown & Brown, Inc. | 4,056 | |||||||||||||
300 | Capitol Federal Financial | 13,116 | |||||||||||||
300 | Cash America International, Inc. | 12,417 | |||||||||||||
200 | Cohen & Steers, Inc. | 5,820 |
See accompanying notes to the financial statements.
5
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
1,700 | Eaton Vance Corp. | 60,707 | |||||||||||||
100 | Erie Indemnity Co.-Class A | 4,625 | |||||||||||||
200 | EZCORP, Inc.-Class A * | 3,118 | |||||||||||||
1,200 | Federated Investors, Inc.-Class B | 40,128 | |||||||||||||
100 | GAMCO Investors, Inc.-Class A | 4,740 | |||||||||||||
100 | Greenhill & Co., Inc. | 6,610 | |||||||||||||
100 | HCC Insurance Holdings, Inc. | 2,518 | |||||||||||||
200 | Health Care REIT, Inc. | 10,374 | |||||||||||||
100 | Home Properties, Inc. | 5,275 | |||||||||||||
200 | Investment Technology Group, Inc. * | 6,400 | |||||||||||||
600 | Knight Capital Group, Inc.-Class A * | 10,344 | |||||||||||||
400 | Nationwide Health Properties, Inc. REIT | 13,768 | |||||||||||||
200 | Omega Healthcare Investors, Inc. REIT | 3,568 | |||||||||||||
400 | optionsXpress Holdings, Inc. | 9,228 | |||||||||||||
500 | Oritani Financial Corp. * | 8,430 | |||||||||||||
100 | PartnerRe Ltd. | 6,891 | |||||||||||||
400 | Philadelphia Consolidated Holding Corp. * | 23,892 | |||||||||||||
2,000 | SEI Investment Co. | 47,240 | |||||||||||||
100 | TFS Financial Corp. | 1,222 | |||||||||||||
1,700 | Waddell and Reed Financial, Inc. | 54,740 | |||||||||||||
200 | Westamerica Bancorporation | 10,240 | |||||||||||||
200 | World Acceptance Corp. * | 7,804 | |||||||||||||
Total Financials | 379,919 | ||||||||||||||
Health Care — 17.1% | |||||||||||||||
200 | Abaxis, Inc. * | 3,978 | |||||||||||||
500 | Abiomed, Inc. * | 9,010 | |||||||||||||
300 | Acorda Therapeutics, Inc. * | 8,445 | |||||||||||||
500 | Allos Therapeutics * | 4,665 | |||||||||||||
500 | Amedisys, Inc. * | 26,610 | |||||||||||||
500 | ArthoCare Corp. * | 12,820 | |||||||||||||
800 | Auxilium Pharmaceuticals, Inc. * | 31,448 | |||||||||||||
100 | Beckman Coulter, Inc. | 7,382 | |||||||||||||
600 | BioMarin Pharmaceutical, Inc. * | 18,084 |
See accompanying notes to the financial statements.
6
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
200 | Bio-Rad Laboratories, Inc. * | 21,520 | |||||||||||||
400 | Bruker Corp. * | 6,176 | |||||||||||||
100 | CardioNet, Inc. * | 3,050 | |||||||||||||
300 | Centene Corp. * | 6,774 | |||||||||||||
400 | Charles River Laboratories International, Inc. * | 26,244 | |||||||||||||
200 | CorVel Corp. * | 5,822 | |||||||||||||
1,000 | Covance, Inc. * | 94,340 | |||||||||||||
300 | CryoLife, Inc. * | 4,734 | |||||||||||||
500 | Cyberonics, Inc. * | 10,725 | |||||||||||||
100 | Datascope Corp. | 5,000 | |||||||||||||
200 | DENTSPLY International, Inc. | 7,838 | |||||||||||||
300 | Dionex Corp. * | 19,557 | |||||||||||||
600 | Edwards Lifesciences Corp. * | 35,526 | |||||||||||||
300 | Emergency Medical Services, LP * | 9,984 | |||||||||||||
900 | eResearch Technology, Inc. * | 12,141 | |||||||||||||
200 | Exactech, Inc. * | 5,174 | |||||||||||||
200 | Gen-Probe, Inc. * | 11,950 | |||||||||||||
300 | Haemonetics Corp. * | 18,816 | |||||||||||||
200 | HealthExtras, Inc. * | 6,520 | |||||||||||||
300 | Healthways, Inc. * | 5,715 | |||||||||||||
500 | Henry Schein, Inc. * | 29,240 | |||||||||||||
100 | Hill-Rom Holdings, Inc. | 2,994 | |||||||||||||
900 | Idexx Laboratories, Inc. * | 50,670 | |||||||||||||
900 | Illumina, Inc. * | 77,517 | |||||||||||||
200 | ImClone Systems, Inc. * | 12,880 | |||||||||||||
500 | Immucor, Inc. * | 16,105 | |||||||||||||
200 | Incyte Corp. * | 2,046 | |||||||||||||
200 | Intuitive Surgical, Inc. * | 59,054 | |||||||||||||
300 | Invitrogen Corp. * | 12,738 | |||||||||||||
200 | ISIS Pharmaceuticals, Inc. * | 3,536 | |||||||||||||
100 | Kendle International, Inc. * | 4,945 | |||||||||||||
200 | Kensey Nash Corp. * | 7,202 | |||||||||||||
100 | Landauer, Inc. | 6,526 | |||||||||||||
100 | Lincare Holdings, Inc. * | 3,300 |
See accompanying notes to the financial statements.
7
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
600 | Luminex Corp. * | 15,294 | |||||||||||||
200 | Martek Biosciences Corp. * | 6,682 | |||||||||||||
400 | Medicines Co. * | 9,744 | |||||||||||||
1,800 | Meridian Bioscience, Inc. | 51,156 | |||||||||||||
700 | Merit Medical Systems, Inc. * | 13,552 | |||||||||||||
400 | Momenta Pharmaceuticals, Inc. * | 5,736 | |||||||||||||
300 | Natus Medical, Inc. * | 7,380 | |||||||||||||
600 | Owens & Minor, Inc. | 27,672 | |||||||||||||
600 | PAREXEL International Corp. * | 19,062 | |||||||||||||
900 | Patterson Cos., Inc. * | 29,286 | |||||||||||||
500 | Pediatrix Medical Group, Inc. * | 28,475 | |||||||||||||
100 | PerkinElmer, Inc. | 2,841 | |||||||||||||
2,300 | Perrigo Co. | 80,477 | |||||||||||||
1,600 | Pharmaceutical Product Development, Inc. | 65,280 | |||||||||||||
100 | ResMed, Inc. * | 4,680 | |||||||||||||
400 | Rigel Pharmaceuticals, Inc. * | 9,464 | |||||||||||||
1,000 | Savient Pharmaceuticals, Inc. * | 22,730 | |||||||||||||
500 | Steris Corp. | 18,385 | |||||||||||||
200 | SurModics, Inc. * | 7,794 | |||||||||||||
700 | Techne Corp. * | 54,019 | |||||||||||||
1,800 | Tenet Healthcare Corp. * | 10,854 | |||||||||||||
100 | Universal Health Services, Inc.-Class B | 6,178 | |||||||||||||
1,000 | Valeant Pharmaceuticals International * | 18,310 | |||||||||||||
200 | Varian, Inc. * | 9,942 | |||||||||||||
100 | Vital Sign, Inc. | 7,385 | |||||||||||||
100 | Waters Corp. * | 6,825 | |||||||||||||
100 | Young Innovations, Inc. | 2,049 | |||||||||||||
300 | Zoll Medical Corp. * | 10,431 | |||||||||||||
Total Health Care | 1,280,484 | ||||||||||||||
Industrials — 19.4% | |||||||||||||||
100 | Acuity Brands, Inc. | 4,351 | |||||||||||||
200 | Advisory Board Co. (The) * | 6,182 | |||||||||||||
100 | Aerovironment, Inc. * | 3,346 |
See accompanying notes to the financial statements.
8
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
400 | American Ecology Corp. | 12,984 | |||||||||||||
800 | Ametek, Inc. | 38,832 | |||||||||||||
200 | Applied Industrial Technologies, Inc. | 5,822 | |||||||||||||
100 | Argon ST, Inc. * | 2,497 | |||||||||||||
100 | Axsys Technologies, Inc. * | 6,793 | |||||||||||||
100 | AZZ, Inc. * | 4,345 | |||||||||||||
100 | Badger Meter, Inc. | 4,604 | |||||||||||||
1,200 | Bucyrus International, Inc. | 83,820 | |||||||||||||
300 | CBIZ, Inc. * | 2,550 | |||||||||||||
100 | Chart Industries, Inc. * | 4,618 | |||||||||||||
100 | CIRCOR International, Inc. | 6,026 | |||||||||||||
700 | Clarcor, Inc. | 27,951 | |||||||||||||
300 | Clean Harbors, Inc. * | 24,342 | |||||||||||||
200 | Colfax Corp. * | 4,918 | |||||||||||||
100 | Con-way, Inc. | 4,910 | |||||||||||||
1,800 | Copart, Inc. * | 79,218 | |||||||||||||
100 | Corporate Executive Board Co. (The) | 3,640 | |||||||||||||
900 | Donaldson Co., Inc. | 39,519 | |||||||||||||
200 | Dynamic Materials Corp. | 6,154 | |||||||||||||
1,000 | Energy Conversion Devices, Inc. * | 75,170 | |||||||||||||
100 | ESCO Technologies, Inc. * | 4,761 | |||||||||||||
200 | Exponent, Inc. * | 6,152 | |||||||||||||
500 | Flowserve Corp. | 66,060 | |||||||||||||
200 | Forward Air Corp. | 7,058 | |||||||||||||
1,100 | FTI Consulting, Inc. * | 80,740 | |||||||||||||
300 | Genesee & Wyoming, Inc.-Class A * | 12,903 | |||||||||||||
500 | Gorman-Rupp Co. | 20,115 | |||||||||||||
600 | Graco, Inc. | 22,890 | |||||||||||||
200 | GrafTech International Ltd. * | 4,064 | |||||||||||||
300 | Harsco Corp. | 15,792 | |||||||||||||
700 | Healthcare Services Group, Inc. | 13,636 | |||||||||||||
400 | Heartland Express, Inc. | 6,608 | |||||||||||||
200 | HUB Group, Inc.-Class A * | 7,988 | |||||||||||||
200 | Idex Corp. | 7,414 |
See accompanying notes to the financial statements.
9
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
600 | II-VI, Inc. * | 26,346 | |||||||||||||
500 | Jacobs Engineering Group, Inc. * | 36,910 | |||||||||||||
1,500 | JB Hunt Transport Services, Inc. | 54,675 | |||||||||||||
400 | Kansas City Southern * | 20,572 | |||||||||||||
400 | Kirby Corp. * | 18,316 | |||||||||||||
200 | Knight Transportation, Inc. | 3,578 | |||||||||||||
600 | Landstar System, Inc. | 29,412 | |||||||||||||
200 | Lincoln Electric Holdings, Inc. | 16,154 | |||||||||||||
400 | Lindsay Corp. | 32,764 | |||||||||||||
100 | M&F Worldwide Corp. * | 4,402 | |||||||||||||
200 | Middleby Corp. * | 10,672 | |||||||||||||
300 | Mine Safety Appliances Co. | 10,899 | |||||||||||||
900 | MSC Industrial Direct Co., Inc.-Class A | 45,837 | |||||||||||||
400 | Navigant Consulting, Inc. * | 6,924 | |||||||||||||
400 | Nordson Corp. | 21,452 | |||||||||||||
200 | Old Dominion Freight Line, Inc. * | 6,654 | |||||||||||||
100 | Orbital Sciences Corp. * | 2,644 | |||||||||||||
300 | Pacer International, Inc. | 6,324 | |||||||||||||
500 | Pall Corp. | 20,305 | |||||||||||||
600 | Polypore International, Inc. * | 16,458 | |||||||||||||
300 | Quanex Building Products Corp. | 4,938 | |||||||||||||
600 | Raven Industries, Inc. | 27,138 | |||||||||||||
200 | Robbins & Myers, Inc. | 8,970 | |||||||||||||
600 | Rollins, Inc. | 10,662 | |||||||||||||
200 | Ryder Systems, Inc. | 12,904 | |||||||||||||
200 | Sauer-Danfoss, Inc. | 6,554 | |||||||||||||
300 | Stanley, Inc. * | 10,218 | |||||||||||||
800 | Stericycle, Inc. * | 47,440 | |||||||||||||
200 | Sun Hydraulics Corp. | 6,618 | |||||||||||||
200 | Team, Inc. * | 7,622 | |||||||||||||
500 | Teledyne Technologies, Inc. * | 31,165 | |||||||||||||
300 | Titan Machinery, Inc. * | 7,806 | |||||||||||||
300 | Valmont Industries, Inc. | 32,022 | |||||||||||||
500 | Wabtec Corp. | 29,535 |
See accompanying notes to the financial statements.
10
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
300 | Waste Connections, Inc. * | 10,893 | |||||||||||||
500 | Watson Wyatt Worldwide, Inc. | 29,295 | |||||||||||||
1,000 | Woodward Governor Co. | 46,330 | |||||||||||||
Total Industrials | 1,450,181 | ||||||||||||||
Information Technology — 17.3% | |||||||||||||||
300 | ADTRAN, Inc. | 6,840 | |||||||||||||
2,072 | Ansys, Inc. * | 91,893 | |||||||||||||
600 | Blackbaud, Inc. | 12,114 | |||||||||||||
100 | Broadridge Financial Solutions, Inc. | 1,997 | |||||||||||||
100 | CACI International, Inc.-Class A * | 5,065 | |||||||||||||
100 | Cass Information Systems, Inc. | 3,642 | |||||||||||||
200 | Compuware Corp. * | 2,286 | |||||||||||||
400 | Concur Technologies, Inc. * | 17,580 | |||||||||||||
500 | Cree, Inc. * | 11,655 | |||||||||||||
300 | Digital River, Inc. * | 13,125 | |||||||||||||
400 | Dolby Laboratories, Inc.-Class A * | 16,280 | |||||||||||||
300 | Earthlink, Inc. * | 2,796 | |||||||||||||
850 | Factset Research Systems, Inc. | 53,304 | |||||||||||||
300 | Faro Technologies, Inc. * | 7,086 | |||||||||||||
4,100 | FLIR Systems, Inc. * | 146,370 | |||||||||||||
300 | Forrester Research, Inc. * | 10,377 | |||||||||||||
200 | Global Cash Access, Inc. * | 1,198 | |||||||||||||
1,300 | Global Payments, Inc. | 62,673 | |||||||||||||
600 | Hewitt Associates, Inc.-Class A * | 24,126 | |||||||||||||
200 | Hittite Microwave Corp. * | 7,078 | |||||||||||||
1,400 | Informatica Corp. * | 23,618 | |||||||||||||
400 | Integral Systems, Inc. * | 17,996 | |||||||||||||
100 | InterDigital, Inc. * | 2,654 | |||||||||||||
100 | Itron, Inc. * | 10,358 | |||||||||||||
500 | IXYS Corp. * | 6,365 | |||||||||||||
200 | j2 Global Communications, Inc. * | 4,934 | |||||||||||||
800 | Jack Henry and Associates, Inc. | 16,024 | |||||||||||||
800 | Mantech International Corp.-Class A * | 47,112 |
See accompanying notes to the financial statements.
11
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
200 | McAfee, Inc. * | 7,912 | |||||||||||||
600 | Mettler-Toledo International, Inc. * | 63,120 | |||||||||||||
1,100 | Micrel, Inc. | 10,131 | |||||||||||||
1,400 | Micros Systems, Inc. * | 43,148 | |||||||||||||
600 | Microsemi Corp. * | 16,500 | |||||||||||||
100 | Multi-Fineline Electronix, Inc. * | 1,706 | |||||||||||||
500 | National Instruments Corp. | 16,140 | |||||||||||||
300 | Net 1 UEPS Technologies, Inc. * | 8,046 | |||||||||||||
100 | Netlogic Microsystems, Inc. * | 3,473 | |||||||||||||
600 | Pegasystems, Inc. | 8,796 | |||||||||||||
200 | Pericom Semiconductor Corp. * | 2,728 | |||||||||||||
200 | Plexus Corp. * | 5,606 | |||||||||||||
200 | PMC-Sierra, Inc. * | 1,800 | |||||||||||||
200 | Power Integrations, Inc. * | 5,886 | |||||||||||||
300 | Progress Software Corp. * | 8,763 | |||||||||||||
1,600 | QLogic Corp. * | 29,888 | |||||||||||||
200 | Quality Systems, Inc. | 8,564 | |||||||||||||
400 | Quest Software, Inc. * | 5,916 | |||||||||||||
400 | Radiant Systems, Inc. * | 3,648 | |||||||||||||
400 | Renaissance Learning, Inc. | 5,076 | |||||||||||||
500 | Rofin-Sinar Technologies, Inc. * | 20,210 | |||||||||||||
300 | Salesforce.com, Inc. * | 16,806 | |||||||||||||
200 | ScanSource, Inc. * | 6,018 | |||||||||||||
600 | Semtech Corp. * | 8,874 | |||||||||||||
1,500 | Silicon Image, Inc. * | 10,395 | |||||||||||||
300 | Silicon Laboratories, Inc. * | 10,113 | |||||||||||||
1,100 | Skyworks Solutions, Inc. * | 10,670 | |||||||||||||
1,000 | Sohu.Com, Inc. * | 75,300 | |||||||||||||
800 | Solera Holdings, Inc. * | 24,664 | |||||||||||||
500 | SRA International, Inc.-Class A * | 11,740 | |||||||||||||
400 | STEC, Inc. * | 4,052 | |||||||||||||
600 | Stratasys, Inc. * | 9,996 | |||||||||||||
1,200 | Sybase, Inc. * | 41,292 | |||||||||||||
200 | Synaptics, Inc. * | 10,468 |
See accompanying notes to the financial statements.
12
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
1,000 | Syntel, Inc. | 33,070 | |||||||||||||
200 | TNS, Inc. * | 4,580 | |||||||||||||
1,100 | Total System Services, Inc. | 21,912 | |||||||||||||
1,300 | Trimble Navigation Ltd. * | 44,005 | |||||||||||||
700 | Volterra Semiconductor Corp. * | 11,004 | |||||||||||||
300 | Websense, Inc. * | 6,792 | |||||||||||||
500 | Western Digital Corp. * | 13,630 | |||||||||||||
100 | Wind River Systems, Inc. * | 1,105 | |||||||||||||
400 | Zebra Technologies Corp. * | 12,488 | |||||||||||||
Total Information Technology | 1,292,577 | ||||||||||||||
Materials — 5.6% | |||||||||||||||
200 | Airgas, Inc. | 11,848 | |||||||||||||
500 | AK Steel Holding Corp. | 26,305 | |||||||||||||
200 | AptarGroup, Inc. | 8,078 | |||||||||||||
300 | Balchem Corp.-Class B | 8,187 | |||||||||||||
400 | Calgon Carbon Corp. * | 8,532 | |||||||||||||
100 | CF Industries Holdings, Inc. | 15,240 | |||||||||||||
1,200 | Cleveland-Cliffs, Inc. | 121,464 | |||||||||||||
200 | FMC Corp. | 14,708 | |||||||||||||
300 | Greif, Inc.-Class A | 20,733 | |||||||||||||
100 | Intrepid Potash, Inc. * | 4,736 | |||||||||||||
100 | Koppers Holdings, Inc. | 4,581 | |||||||||||||
300 | NewMarket Corp. | 20,382 | |||||||||||||
200 | Royal Gold, Inc. | 6,942 | |||||||||||||
300 | RPM, Inc. | 6,480 | |||||||||||||
100 | Schnitzer Steel Industries, Inc.-Class A | 6,841 | |||||||||||||
300 | ShengdaTech, Inc. * | 2,850 | |||||||||||||
200 | Sigma-Aldrich Corp. | 11,352 | |||||||||||||
100 | Silgan Holdings, Inc. | 5,234 | |||||||||||||
700 | Steel Dynamics, Inc. | 17,381 | |||||||||||||
1,600 | Terra Industries, Inc. | 80,224 | |||||||||||||
700 | Valhi, Inc. | 12,831 | |||||||||||||
Total Materials | 414,929 |
See accompanying notes to the financial statements.
13
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Telecommunication Services — 0.1% | |||||||||||||||
300 | Premiere Global Services, Inc. * | 4,536 | |||||||||||||
300 | Syniverse Holdings, Inc. * | 4,977 | |||||||||||||
Total Telecommunication Services | 9,513 | ||||||||||||||
Utilities — 0.1% | |||||||||||||||
100 | Energen Corp. | 5,584 | |||||||||||||
TOTAL COMMON STOCKS (COST $7,145,539) | 7,388,899 | ||||||||||||||
SHORT-TERM INVESTMENTS — 1.4% | |||||||||||||||
Money Market Funds — 1.4% | |||||||||||||||
104,732 | State Street Institutional Treasury Money Market Fund-Institutional Class | 104,732 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $104,732) | 104,732 | ||||||||||||||
TOTAL INVESTMENTS — 100.2% (Cost $7,250,271) | 7,493,631 | ||||||||||||||
Other Assets and Liabilities (net) — (0.2%) | (12,422 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 7,481,209 |
Notes to Schedule of Investments:
REIT - Real Estate Investment Trust
* Non-income producing security.
See accompanying notes to the financial statements.
14
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $7,250,271) (Note 2) | $ | 7,493,631 | |||||
Receivable for investments sold | 182,924 | ||||||
Dividends and interest receivable | 2,422 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 8,742 | ||||||
Total assets | 7,687,719 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 157,112 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 1,979 | ||||||
Shareholder service fee | 957 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 19 | ||||||
Accrued expenses | 46,443 | ||||||
Total liabilities | 206,510 | ||||||
Net assets | $ | 7,481,209 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 8,938,722 | |||||
Accumulated undistributed net investment income | 403 | ||||||
Accumulated net realized loss | (1,701,276 | ) | |||||
Net unrealized appreciation | 243,360 | ||||||
$ | 7,481,209 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 7,481,209 | |||||
Shares outstanding: | |||||||
Class III | 524,646 | ||||||
Net asset value per share: | |||||||
Class III | $ | 14.26 |
See accompanying notes to the financial statements.
15
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 23,408 | |||||
Interest | 57 | ||||||
Total investment income | 23,465 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 12,845 | ||||||
Shareholder service fee – Class III (Note 3) | 6,215 | ||||||
Custodian, fund accounting agent and transfer agent fees | 24,012 | ||||||
Audit and tax fees | 27,508 | ||||||
Legal fees | 92 | ||||||
Trustees fees and related expenses (Note 3) | 58 | ||||||
Registration fees | 276 | ||||||
Miscellaneous | 185 | ||||||
Total expenses | 71,191 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (52,072 | ) | |||||
Net expenses | 19,119 | ||||||
Net investment income (loss) | 4,346 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (350,526 | ) | |||||
Closed futures contracts | 19,099 | ||||||
Net realized gain (loss) | (331,427 | ) | |||||
Change in net unrealized appreciation (depreciation) on investments | 747,065 | ||||||
Net realized and unrealized gain (loss) | 415,638 | ||||||
Net increase (decrease) in net assets resulting from operations | $ | 419,984 |
See accompanying notes to the financial statements.
16
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 4,346 | $ | 59,683 | |||||||
Net realized gain (loss) | (331,427 | ) | 1,071,606 | ||||||||
Change in net unrealized appreciation (depreciation) | 747,065 | (2,475,643 | ) | ||||||||
Net increase (decrease) in net assets from operations | 419,984 | (1,344,354 | ) | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (3,943 | ) | (57,832 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (3,159,111 | ) | ||||||||
Return of capital | |||||||||||
Class III | — | (44,360 | ) | ||||||||
(3,943 | ) | (3,261,303 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (1,138,697 | ) | (12,589,446 | ) | |||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 5,717 | 79,121 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | (1,132,980 | ) | (12,510,325 | ) | |||||||
Total increase (decrease) in net assets | (716,939 | ) | (17,115,982 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 8,198,148 | 25,314,130 | |||||||||
End of period (including accumulated undistributed net investment income of $403 and $0, respectively) | $ | 7,481,209 | $ | 8,198,148 |
See accompanying notes to the financial statements.
17
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 13.59 | $ | 18.93 | $ | 19.67 | $ | 21.96 | $ | 21.78 | $ | 13.52 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.01 | 0.06 | 0.07 | 0.06 | 0.03 | 0.00 | (a) | ||||||||||||||||||||
Net realized and unrealized gain (loss) | 0.67 | (1.79 | ) | 0.79 | 2.93 | 1.96 | 8.28 | ||||||||||||||||||||
Total from investment operations | 0.68 | (1.73 | ) | 0.86 | 2.99 | 1.99 | 8.28 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.01 | ) | (0.06 | ) | (0.09 | ) | (0.07 | ) | (0.01 | ) | (0.02 | ) | |||||||||||||||
From net realized gains | — | (3.49 | ) | (1.51 | ) | (5.21 | ) | (1.80 | ) | — | |||||||||||||||||
Return of capital | — | (0.06 | ) | — | — | — | — | ||||||||||||||||||||
Total distributions | (0.01 | ) | (3.61 | ) | (1.60 | ) | (5.28 | ) | (1.81 | ) | (0.02 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.26 | $ | 13.59 | $ | 18.93 | $ | 19.67 | $ | 21.96 | $ | 21.78 | |||||||||||||||
Total Return(b) | 4.98 | %** | (11.74 | )% | 4.86 | % | 14.63 | % | 10.50 | % | 61.22 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 7,481 | $ | 8,198 | $ | 25,314 | $ | 29,804 | $ | 38,801 | $ | 41,662 | |||||||||||||||
Net expenses to average daily net assets | 0.46 | %* | 0.46 | % | 0.46 | % | 0.48 | % | 0.48 | % | 0.48 | % | |||||||||||||||
Net investment income to average daily net assets | 0.10 | %* | 0.30 | % | 0.38 | % | 0.30 | % | 0.16 | % | 0.02 | % | |||||||||||||||
Portfolio turnover rate | 71 | %** | 118 | % | 109 | % | 87 | % | 110 | % | 97 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 1.26 | %* | 0.48 | % | 0.60 | % | 0.35 | % | 0.26 | % | 0.24 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.01 | $ | 0.07 | $ | 0.03 | $ | 0.08 | $ | 0.04 | $ | 0.06 |
(a) Net investment income was less than $0.01 per share.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
18
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO U.S. Small/Mid Cap Growth Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks long-term capital growth. The Fund seeks to achieve its objective by outperforming the Russell 2500 Growth Index. The Fund typically makes equity investments in U.S. companies that issue stocks included in the Russell 2500 Index, and in companies with similar market capitalizations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it
19
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 7,388,899 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 104,732 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 7,493,631 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and
20
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the
21
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
22
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $1,250,145.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 7,309,930 | $ | 507,225 | $ | (323,524 | ) | $ | 183,701 |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increase s or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
23
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in-capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasi ng shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder
24
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.31% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $58 and $0, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $5,710,753 and $6,888,436, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 74.02% of the outstanding shares of the Fund were held by five shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust.
25
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Redemptions from (or investments into) the Fund or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and 97.06% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 72 | $ | 995 | 626 | $ | 10,677 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 198 | 2,759 | 191,266 | 3,213,436 | |||||||||||||||
Shares repurchased | (78,935 | ) | (1,142,451 | ) | (925,656 | ) | (15,813,559 | ) | |||||||||||
Purchase premiums | — | 5 | — | 53 | |||||||||||||||
Redemption fees | — | 5,712 | — | 79,068 | |||||||||||||||
Net increase (decrease) | (78,665 | ) | $ | (1,132,980 | ) | (733,764 | ) | $ | (12,510,325 | ) |
26
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
27
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager,
28
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
29
GMO U.S. Small/Mid Cap Growth Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.46 | % | $ | 1,000.00 | $ | 1,049.80 | $ | 2.38 | |||||||||||
2) Hypothetical | 0.46 | % | $ | 1,000.00 | $ | 1,022.89 | $ | 2.35 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
30
GMO International Core Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO International Core Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.0 | % | |||||
Short-Term Investments | 2.4 | ||||||
Preferred Stocks | 0.4 | ||||||
Forward Currency Contracts | 0.1 | ||||||
Futures | (0.2 | ) | |||||
Other | 1.3 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
United Kingdom | 23.5 | % | |||||
Japan | 21.5 | ||||||
France | 12.7 | ||||||
Germany | 8.4 | ||||||
Switzerland | 7.4 | ||||||
Australia | 4.8 | ||||||
Canada | 3.5 | ||||||
Finland | 3.0 | ||||||
Netherlands | 3.0 | ||||||
Italy | 2.6 | ||||||
Spain | 1.7 | ||||||
Hong Kong | 1.4 | ||||||
Singapore | 1.4 | ||||||
Sweden | 1.4 | ||||||
Norway | 1.1 | ||||||
Belgium | 0.9 | ||||||
Denmark | 0.9 | ||||||
Ireland | 0.4 | ||||||
Greece | 0.3 | ||||||
Austria | 0.1 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Financials | 16.6 | % | |||||
Health Care | 13.7 | ||||||
Energy | 12.4 | ||||||
Materials | 11.8 | ||||||
Consumer Discretionary | 10.5 | ||||||
Industrials | 9.8 | ||||||
Information Technology | 7.4 | ||||||
Consumer Staples | 7.3 | ||||||
Telecommunication Services | 5.6 | ||||||
Utilities | 4.9 | ||||||
100.0 | % |
1
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
COMMON STOCKS — 96.0% | |||||||||||
Australia — 4.7% | |||||||||||
141 | Aristocrat Leisure Ltd | 708 | |||||||||
730,094 | Australia and New Zealand Banking Group Ltd | 10,280,928 | |||||||||
170,877 | Australian Stock Exchange Ltd | 5,126,804 | |||||||||
871,506 | BHP Billiton Ltd | 30,608,837 | |||||||||
1,401,205 | BlueScope Steel Ltd | 11,017,717 | |||||||||
285,318 | CSL Ltd | 9,957,688 | |||||||||
1,266,234 | Foster's Group Ltd | 6,043,515 | |||||||||
120,076 | Incitec Pivot Ltd | 16,335,508 | |||||||||
1,902,422 | Mirvac Group Ltd | 4,667,550 | |||||||||
286,903 | Newcrest Mining Ltd * | 6,728,018 | |||||||||
1,024,425 | Santos Ltd | 17,524,333 | |||||||||
2,734,817 | Stockland | 12,239,090 | |||||||||
1,529,495 | Suncorp-Metway Ltd | 14,849,832 | |||||||||
704,948 | TABCORP Holdings Ltd | 5,149,678 | |||||||||
4,262,769 | Telstra Corp Ltd | 15,823,715 | |||||||||
959,997 | Westpac Banking Corp | 19,185,249 | |||||||||
641,861 | Woodside Petroleum Ltd | 34,476,208 | |||||||||
848,445 | Woolworths Ltd | 20,483,602 | |||||||||
Total Australia | 240,498,980 | ||||||||||
Austria — 0.1% | |||||||||||
88,416 | OMV AG | 5,664,505 | |||||||||
Belgium — 0.8% | |||||||||||
100,833 | Belgacom SA | 4,015,080 | |||||||||
33,429 | Colruyt SA | 9,114,091 | |||||||||
882,333 | Dexia | 12,469,471 | |||||||||
1,300,543 | Fortis | 18,007,723 | |||||||||
Total Belgium | 43,606,365 |
See accompanying notes to the financial statements.
2
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Canada — 3.3% | |||||||||||
161,900 | Agrium Inc | 13,693,953 | |||||||||
355,000 | Bank of Montreal | 15,556,743 | |||||||||
120,500 | Canadian Natural Resources | 10,286,419 | |||||||||
93,400 | Magna International Inc Class A | 5,364,035 | |||||||||
458,200 | National Bank of Canada | 21,585,199 | |||||||||
364,900 | Potash Corp of Saskatchewan Inc | 63,494,937 | |||||||||
292,800 | Research In Motion Ltd * | 35,674,831 | |||||||||
172,100 | Sun Life Financial Inc | 6,637,309 | |||||||||
Total Canada | 172,293,426 | ||||||||||
Denmark — 0.8% | |||||||||||
202,325 | Novo-Nordisk A/S Class B | 11,294,163 | |||||||||
232,425 | Vestas Wind Systems A/S * | 31,538,542 | |||||||||
Total Denmark | 42,832,705 | ||||||||||
Finland — 2.9% | |||||||||||
267,053 | Fortum Oyj | 10,961,420 | |||||||||
164,137 | KCI Konecranes Oyj | 5,417,479 | |||||||||
343,277 | Neste Oil Oyj | 8,185,387 | |||||||||
3,055,481 | Nokia Oyj | 76,501,327 | |||||||||
446,863 | Outokumpu Oyj | 10,700,482 | |||||||||
48,005 | Outotec Oyj | 2,180,754 | |||||||||
210,738 | Rautaruukki Oyj | 7,148,007 | |||||||||
673,584 | Sampo Oyj Class A | 16,945,631 | |||||||||
563,791 | Tietoenator Oyj | 11,069,538 | |||||||||
Total Finland | 149,110,025 | ||||||||||
France — 12.3% | |||||||||||
87,652 | Air Liquide SA | 10,646,238 | |||||||||
370,976 | Alstom | 37,684,562 | |||||||||
633,885 | Arcelor Mittal | 49,729,524 | |||||||||
613,616 | BNP Paribas | 55,044,497 | |||||||||
108,966 | Casino Guichard-Perrachon SA | 10,677,993 |
See accompanying notes to the financial statements.
3
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
France — continued | |||||||||||
101,330 | Cie de Saint-Gobain | 6,190,846 | |||||||||
174,708 | Essilor International SA | 9,294,069 | |||||||||
1,380,163 | France Telecom SA | 40,693,992 | |||||||||
801,642 | GDF Suez | 46,148,394 | |||||||||
117,811 | Hermes International | 16,730,772 | |||||||||
78,952 | L'Oreal SA | 7,836,742 | |||||||||
65,360 | Nexans SA | 8,236,085 | |||||||||
202,947 | Peugeot SA | 9,642,334 | |||||||||
124,251 | Renault SA | 10,375,370 | |||||||||
1,649,909 | Sanofi-Aventis | 117,053,637 | |||||||||
356,562 | Societe Generale | 34,394,861 | |||||||||
108,810 | Suez Environnement SA * | 3,125,550 | |||||||||
1,756,902 | Total SA | 126,209,088 | |||||||||
158,858 | UbiSoft Entertainment SA * | 14,818,232 | |||||||||
46,723 | Union du Credit-Bail Immobilier | 9,701,109 | |||||||||
36,902 | Vallourec SA | 10,265,792 | |||||||||
Total France | 634,499,687 | ||||||||||
Germany — 7.7% | |||||||||||
94,101 | Adidas AG | 5,496,523 | |||||||||
512,022 | Altana AG | 8,160,547 | |||||||||
506,354 | BASF AG | 29,221,061 | |||||||||
234,197 | Bayerische Motoren Werke AG | 9,666,621 | |||||||||
82,120 | Bilfinger & Berger AG | 5,763,736 | |||||||||
271,776 | Deutsche Boerse AG | 25,473,876 | |||||||||
1,087,890 | E.ON AG | 63,420,933 | |||||||||
318,141 | Epcos AG | 8,207,892 | |||||||||
385,503 | GEA Group AG | 12,112,318 | |||||||||
409,240 | Hannover Rueckversicherungs AG (Registered) | 17,359,438 | |||||||||
274,980 | K&S AG | 32,966,254 | |||||||||
80,575 | Kloeckner & Co AG | 3,180,492 | |||||||||
142,475 | Linde AG | 17,877,368 | |||||||||
21,360 | MAN AG | 2,085,784 | |||||||||
52,975 | Norddeutsche Affinerie AG | 2,441,129 |
See accompanying notes to the financial statements.
4
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Germany — continued | |||||||||||
88,252 | Q-Cells AG * | 8,835,208 | |||||||||
164,964 | RWE AG | 17,766,204 | |||||||||
109,178 | Salzgitter AG | 16,718,421 | |||||||||
541,163 | SAP AG | 30,317,163 | |||||||||
332,134 | SGL Carbon AG * | 19,879,411 | |||||||||
140,230 | Solarworld AG | 7,204,222 | |||||||||
393,294 | Suedzucker AG | 6,666,392 | |||||||||
126,497 | ThyssenKrupp AG | 6,298,127 | |||||||||
139,575 | Volkswagen AG | 41,616,278 | |||||||||
Total Germany | 398,735,398 | ||||||||||
Greece — 0.3% | |||||||||||
330,232 | National Bank of Greece SA | 14,556,921 | |||||||||
Hong Kong — 1.4% | |||||||||||
3,467,721 | CLP Holdings Ltd | 28,131,745 | |||||||||
2,702,500 | Hong Kong Electric Holdings Ltd | 17,158,828 | |||||||||
651,500 | Hong Kong Exchanges and Clearing Ltd | 8,415,750 | |||||||||
939,000 | Sun Hung Kai Properties Ltd | 12,803,696 | |||||||||
2,083,000 | Yue Yuen Industrial Holdings | 5,770,966 | |||||||||
Total Hong Kong | 72,280,985 | ||||||||||
Ireland — 0.4% | |||||||||||
430,752 | CRH Plc | 11,236,558 | |||||||||
265,691 | DCC Plc | 6,426,920 | |||||||||
Total Ireland | 17,663,478 | ||||||||||
Italy — 2.5% | |||||||||||
963,057 | Bulgari SPA | 9,848,997 | |||||||||
1,033,644 | Enel SPA | 9,490,739 | |||||||||
3,330,010 | ENI SPA | 108,016,719 | |||||||||
Total Italy | 127,356,455 |
See accompanying notes to the financial statements.
5
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Japan — 20.8% | |||||||||||
304,030 | Acom Co Ltd | 8,467,840 | |||||||||
328,850 | Aiful Corp | 2,657,867 | |||||||||
1,365,600 | Alps Electric Co Ltd | 12,342,309 | |||||||||
477,600 | Asahi Breweries | 8,846,485 | |||||||||
191,400 | Astellas Pharma Inc | 8,621,001 | |||||||||
404,400 | Canon Inc | 18,134,815 | |||||||||
5,253 | CyberAgent Inc | 5,019,253 | |||||||||
998,200 | Daiei Inc * | 7,890,900 | |||||||||
730,000 | Daiichi Chuo Kisen Kaisha | 4,343,461 | |||||||||
559,948 | Daiichi Sankyo Co Ltd | 16,846,004 | |||||||||
336,200 | Daikin Industries Ltd | 11,332,774 | |||||||||
2,812,000 | Daikyo Inc | 3,971,102 | |||||||||
2,037 | DeNa Co Ltd | 9,938,285 | |||||||||
174,400 | Eisai Co Ltd | 6,935,696 | |||||||||
86,800 | FamilyMart Co Ltd | 3,515,650 | |||||||||
196,800 | Fanuc Ltd | 14,641,605 | |||||||||
213,500 | Fast Retailing Co Ltd | 21,549,852 | |||||||||
2,707,000 | Fuji Heavy Industries Ltd | 15,474,859 | |||||||||
1,801,000 | Hitachi Ltd | 13,264,265 | |||||||||
2,128,200 | Honda Motor Co Ltd | 69,118,967 | |||||||||
264,600 | Hoya Corp | 5,393,905 | |||||||||
2,089 | INPEX Holdings Inc | 22,747,496 | |||||||||
1,247,000 | Itochu Corp | 10,031,828 | |||||||||
898 | Japan Real Estate Investment Corp | 8,375,480 | |||||||||
859,000 | Japan Steel Works Ltd (The) | 14,793,654 | |||||||||
154,800 | JFE Holdings Inc | 6,541,848 | |||||||||
657,000 | Kao Corp | 18,601,645 | |||||||||
2,312,000 | Kawasaki Kisen Kaisha Ltd | 16,391,476 | |||||||||
5,301 | Kenedix Inc | 3,019,340 | |||||||||
10,328 | KK DaVinci Advisors * | 3,344,926 | |||||||||
92,100 | Komatsu Ltd | 1,927,607 | |||||||||
479,200 | Konami Corp | 14,633,321 | |||||||||
164,700 | Kyushu Electric Power Co Inc | 3,626,642 | |||||||||
2,210,000 | Marubeni Corp | 13,674,099 |
See accompanying notes to the financial statements.
6
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Japan — continued | |||||||||||
2,085,000 | Matsushita Electric Industrial Co Ltd | 42,854,773 | |||||||||
1,551,000 | Mazda Motor Corp | 8,255,710 | |||||||||
871,000 | Meiji Dairies Corp | 4,973,767 | |||||||||
1,724,600 | Mitsubishi Corp | 47,373,170 | |||||||||
629,000 | Mitsui & Co | 10,724,039 | |||||||||
1,333,000 | Mitsui OSK Lines Ltd | 15,798,817 | |||||||||
2,089,600 | Mitsui Trust Holding Inc | 11,520,352 | |||||||||
498 | Mixi Inc * | 4,033,091 | |||||||||
491,000 | NGK Insulators Ltd | 5,892,739 | |||||||||
413,000 | Nikon Corp | 13,404,401 | |||||||||
128,900 | Nintendo Co Ltd | 60,513,380 | |||||||||
719 | Nippon Building Fund Inc | 7,779,960 | |||||||||
942,000 | Nippon Denko Co Ltd | 8,106,852 | |||||||||
2,863,000 | Nippon Light Metal | 4,319,646 | |||||||||
3,383,000 | Nippon Mining Holdings Inc | 18,791,182 | |||||||||
2,925,000 | Nippon Oil Corp | 18,242,956 | |||||||||
5,120 | Nippon Telegraph & Telephone Corp | 25,170,639 | |||||||||
1,025,000 | Nippon Yakin Koguo Co Ltd | 5,046,600 | |||||||||
1,806,000 | Nippon Yusen KK | 14,412,346 | |||||||||
3,150,100 | Nissan Motor Co | 23,928,446 | |||||||||
9,198 | NTT Docomo Inc | 14,496,214 | |||||||||
208,100 | Ono Pharmaceutical Co Ltd | 10,896,740 | |||||||||
6,666,000 | Osaka Gas Co Ltd | 24,253,165 | |||||||||
644,000 | Pacific Metals Co Ltd | 4,121,322 | |||||||||
12,585 | Resona Holdings Inc | 14,647,856 | |||||||||
509,000 | Ricoh Company Ltd | 8,401,871 | |||||||||
202,100 | Rohm Co Ltd | 11,635,515 | |||||||||
6,344,000 | Sanyo Electric Co Ltd * | 12,649,560 | |||||||||
135,400 | Seiko Epson Corp | 3,906,238 | |||||||||
1,430,900 | Seven & I Holdings Co Ltd | 41,678,622 | |||||||||
449,000 | Sharp Corp | 5,712,653 | |||||||||
586,700 | Shin-Etsu Chemical Co Ltd | 32,638,230 | |||||||||
6,218,100 | Sojitz Corp | 17,741,889 | |||||||||
660,500 | SUMCO Corp | 13,084,906 |
See accompanying notes to the financial statements.
7
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Japan — continued | |||||||||||
280,000 | Taisho Pharmaceutical Co Ltd | 5,939,211 | |||||||||
760,600 | Takeda Pharmaceutical Co Ltd | 39,733,963 | |||||||||
547,060 | Takefuji Corp | 7,245,880 | |||||||||
177,600 | TDK Corp | 10,288,284 | |||||||||
1,276,000 | Tokyo Gas Co Ltd | 5,323,818 | |||||||||
866,800 | Tokyo Steel Manufacturing Co | 9,151,908 | |||||||||
354,000 | TonenGeneral Sekiyu KK | 2,848,331 | |||||||||
170,100 | Toyota Motor Corp | 7,589,588 | |||||||||
827,000 | UNY Co Ltd | 9,116,839 | |||||||||
Total Japan | 1,070,261,726 | ||||||||||
Netherlands — 2.9% | |||||||||||
2,360,386 | Aegon NV | 27,805,279 | |||||||||
66,317 | Corio NV | 4,877,506 | |||||||||
449,928 | Heineken NV | 21,093,955 | |||||||||
1,895,773 | ING Groep NV | 59,061,431 | |||||||||
267,205 | Koninklijke DSM | 15,378,909 | |||||||||
203,122 | OCE NV | 1,972,248 | |||||||||
380,217 | Reed Elsevier NV | 6,357,272 | |||||||||
154,281 | TomTom NV * | 3,810,671 | |||||||||
94,632 | Wereldhave NV | 10,553,889 | |||||||||
Total Netherlands | 150,911,160 | ||||||||||
Norway — 1.0% | |||||||||||
344,800 | DnB NOR ASA | 3,997,461 | |||||||||
809,800 | StatoilHydro ASA | 24,840,965 | |||||||||
364,000 | Tandberg ASA | 7,874,160 | |||||||||
257,450 | Yara International ASA | 15,940,645 | |||||||||
Total Norway | 52,653,231 | ||||||||||
Singapore — 1.4% | |||||||||||
412,200 | MobileOne Ltd | 555,738 | |||||||||
2,928,000 | Oversea-Chinese Banking Corp | 16,592,310 | |||||||||
2,733,000 | Singapore Exchange Ltd | 12,068,363 |
See accompanying notes to the financial statements.
8
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Singapore — continued | |||||||||||
9,853,000 | Singapore Telecommunications | 24,318,043 | |||||||||
1,242,000 | United Overseas Bank Ltd | 16,531,339 | |||||||||
Total Singapore | 70,065,793 | ||||||||||
Spain — 1.6% | |||||||||||
975,428 | Iberdrola SA | 11,753,246 | |||||||||
165,275 | Inditex SA | 7,686,412 | |||||||||
620,140 | Repsol YPF SA | 19,181,271 | |||||||||
1,813,241 | Telefonica SA | 44,802,458 | |||||||||
Total Spain | 83,423,387 | ||||||||||
Sweden — 1.3% | |||||||||||
606,600 | Electrolux AB Series B | 7,782,877 | |||||||||
383,200 | Hennes & Mauritz AB Class B | 18,989,741 | |||||||||
857,200 | Investor AB Class B | 18,048,188 | |||||||||
245,200 | SKF AB Class B | 3,713,366 | |||||||||
403,700 | Svenska Handelsbanken AB Class A | 9,713,670 | |||||||||
544,600 | Swedbank AB | 9,570,167 | |||||||||
Total Sweden | 67,818,009 | ||||||||||
Switzerland — 7.2% | |||||||||||
1,662,882 | ABB Ltd * | 40,786,706 | |||||||||
131,713 | Actelion Ltd * | 7,560,492 | |||||||||
156,419 | Baloise Holding Ltd | 13,382,131 | |||||||||
199,011 | CIE Financiere Richemont SA Class A | 11,579,435 | |||||||||
1,832,180 | Nestle SA (Registered) | 80,725,070 | |||||||||
2,525,679 | Novartis AG (Registered) | 140,701,984 | |||||||||
120,745 | Roche Holding AG (Non Voting) | 20,318,780 | |||||||||
48,805 | Swatch Group AG | 11,470,657 | |||||||||
104,235 | Syngenta AG (Registered) | 27,967,250 | |||||||||
701,425 | UBS AG (Registered) * | 15,246,240 | |||||||||
Total Switzerland | 369,738,745 |
See accompanying notes to the financial statements.
9
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
United Kingdom — 22.6% | |||||||||||
1,694,558 | 3 i Group Plc | 28,315,867 | |||||||||
483,302 | Alliance & Leicester Plc | 2,866,115 | |||||||||
1,315,639 | AMEC Plc | 20,180,959 | |||||||||
1,693,363 | AstraZeneca Plc | 82,554,733 | |||||||||
5,546,448 | Barclays Plc | 35,491,347 | |||||||||
1,466,851 | BBA Aviation Plc | 3,545,792 | |||||||||
119,657 | Berkeley Group Holdings Plc * | 1,846,620 | |||||||||
4,312,960 | BG Group Plc | 95,667,276 | |||||||||
460,842 | BHP Billiton Plc | 14,353,359 | |||||||||
852,197 | British American Tobacco Plc | 28,790,755 | |||||||||
641,418 | Cadbury Plc | 7,360,988 | |||||||||
909,642 | Capita Group Plc | 11,703,656 | |||||||||
720,457 | Compass Group Plc | 4,794,541 | |||||||||
954,394 | Diageo Plc | 17,626,640 | |||||||||
11,362,906 | DSG International Plc | 10,209,375 | |||||||||
893,591 | FirstGroup Plc | 9,848,386 | |||||||||
7,799,421 | GlaxoSmithKline Plc | 183,526,663 | |||||||||
6,027,011 | HBOS Plc | 34,498,197 | |||||||||
1,940,294 | Home Retail Group | 8,933,060 | |||||||||
707,677 | ICAP Plc | 6,093,521 | |||||||||
435,754 | Imperial Tobacco Group Plc | 14,367,158 | |||||||||
1,115,234 | Kesa Electricals Plc | 3,275,212 | |||||||||
1,050,873 | Kingfisher Plc | 2,538,340 | |||||||||
1,698,984 | Ladbrokes Plc | 6,983,100 | |||||||||
563,586 | London Stock Exchange | 8,098,875 | |||||||||
773,035 | Michael Page International Plc | 5,150,359 | |||||||||
418,646 | Next Plc | 8,077,872 | |||||||||
3,231,060 | Northern Foods Plc | 3,827,151 | |||||||||
2,845,307 | Old Mutual Plc | 5,032,008 | |||||||||
234,773 | Provident Financial Plc | 3,875,869 | |||||||||
342,857 | Reckitt Benckiser Group Plc | 17,332,921 | |||||||||
936,109 | Rio Tinto Plc | 88,863,649 | |||||||||
18,805,824 | Royal Bank of Scotland Group | 79,982,554 | |||||||||
567,226 | Royal Dutch Shell Group Class A (Amsterdam) | 19,740,153 |
See accompanying notes to the financial statements.
10
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
United Kingdom — continued | |||||||||||
1,370,789 | Royal Dutch Shell Plc A Shares (London) | 47,905,396 | |||||||||
417,628 | Royal Dutch Shell Plc B Shares (London) | 14,360,734 | |||||||||
286,269 | Scottish & Southern Energy Plc | 7,540,117 | |||||||||
9,544,941 | Signet Group Plc | 10,896,991 | |||||||||
625,943 | Smith & Nephew Plc | 7,511,547 | |||||||||
254,997 | Spectris Plc | 3,850,115 | |||||||||
2,404,744 | Stagecoach Group Plc | 13,960,093 | |||||||||
2,937,716 | Taylor Woodrow Plc | 2,887,424 | |||||||||
1,914,380 | Tesco Plc | 13,269,309 | |||||||||
1,354,646 | Tomkins Plc | 3,659,280 | |||||||||
659,677 | Travis Perkins Plc | 8,033,610 | |||||||||
1,375,957 | Trinity Mirror Plc | 2,687,998 | |||||||||
471,484 | Unilever Plc | 12,646,212 | |||||||||
42,909,492 | Vodafone Group Inc | 109,653,208 | |||||||||
576,582 | WH Smith Plc | 4,029,410 | |||||||||
2,207,833 | Wolseley Plc | 17,814,261 | |||||||||
198,286 | Xstrata Plc | 11,055,068 | |||||||||
Total United Kingdom | 1,167,113,844 | ||||||||||
TOTAL COMMON STOCKS (COST $5,459,287,869) | 4,951,084,825 | ||||||||||
PREFERRED STOCKS — 0.4% | |||||||||||
Germany — 0.4% | |||||||||||
131,566 | Volkswagen AG 1.73% | 20,280,376 | |||||||||
TOTAL PREFERRED STOCKS (COST $6,708,776) | 20,280,376 |
See accompanying notes to the financial statements.
11
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
SHORT-TERM INVESTMENTS — 2.4% | |||||||||||||||
125,700,000 | HBOS Treasury Services Time Deposit, 2.05%, due 09/02/08 | 125,700,000 | |||||||||||||
700,000 | HSBC Time Deposit, 2.15%, due 09/02/08 | 700,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $126,400,000) | 126,400,000 | ||||||||||||||
TOTAL INVESTMENTS — 98.8% (Cost $5,592,396,645) | 5,097,765,201 | ||||||||||||||
Other Assets and Liabilities (net) — 1.2% | 59,910,589 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 5,157,675,790 |
See accompanying notes to the financial statements.
12
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | CHF | 45,542,163 | $ | 41,391,430 | $ | (65,747 | ) | ||||||||||||
11/21/08 | CHF | 31,580,163 | 28,701,933 | (57,504 | ) | ||||||||||||||
11/21/08 | CHF | 31,580,163 | 28,701,933 | (66,202 | ) | ||||||||||||||
11/21/08 | CHF | 31,580,163 | 28,701,933 | (48,341 | ) | ||||||||||||||
11/21/08 | CHF | 31,580,163 | 28,701,933 | (48,602 | ) | ||||||||||||||
11/21/08 | CHF | 31,580,163 | 28,701,933 | (38,659 | ) | ||||||||||||||
11/21/08 | CHF | 31,580,163 | 28,701,933 | (64,499 | ) | ||||||||||||||
11/21/08 | EUR | 5,171,000 | 7,554,238 | (14,146 | ) | ||||||||||||||
11/21/08 | GBP | 4,161,000 | 7,541,276 | (17,559 | ) | ||||||||||||||
11/21/08 | HKD | 53,165,333 | 6,822,303 | 5,353 | |||||||||||||||
11/21/08 | HKD | 53,165,333 | 6,822,303 | 5,668 | |||||||||||||||
11/21/08 | HKD | 54,776,403 | 7,029,039 | 5,838 | |||||||||||||||
11/21/08 | JPY | 3,577,047,447 | 33,018,615 | 406,612 | |||||||||||||||
11/21/08 | JPY | 3,577,047,447 | 33,018,615 | 417,550 | |||||||||||||||
11/21/08 | JPY | 3,577,047,447 | 33,018,615 | 402,330 | |||||||||||||||
11/21/08 | JPY | 3,577,047,447 | 33,018,615 | 403,639 | |||||||||||||||
11/21/08 | JPY | 3,577,047,447 | 33,018,615 | 406,910 | |||||||||||||||
11/21/08 | JPY | 4,967,570,447 | 45,854,101 | 452,396 | |||||||||||||||
11/21/08 | JPY | 3,577,047,447 | 33,018,615 | 394,120 | |||||||||||||||
11/21/08 | NZD | 13,040,700 | 9,021,828 | (156,738 | ) | ||||||||||||||
11/21/08 | NZD | 12,657,150 | 8,756,480 | (111,942 | ) | ||||||||||||||
11/21/08 | NZD | 12,657,150 | 8,756,480 | (165,545 | ) | ||||||||||||||
11/21/08 | SEK | 196,707,071 | 30,346,472 | (454,180 | ) | ||||||||||||||
11/21/08 | SEK | 196,707,071 | 30,346,472 | (451,566 | ) | ||||||||||||||
11/21/08 | SEK | 196,707,071 | 30,346,472 | (396,684 | ) | ||||||||||||||
11/21/08 | SEK | 196,707,071 | 30,346,472 | (404,864 | ) | ||||||||||||||
11/21/08 | SEK | 196,707,071 | 30,346,472 | (457,016 | ) | ||||||||||||||
11/21/08 | SEK | 196,707,071 | 30,346,472 | (422,445 | ) | ||||||||||||||
11/21/08 | SEK | 196,707,071 | 30,346,472 | (411,115 | ) | ||||||||||||||
$ | 732,298,070 | $ | (952,938 | ) |
See accompanying notes to the financial statements.
13
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Currency Contracts — continued
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 17,858,190 | $ | 15,189,111 | $ | 221,257 | |||||||||||||
11/21/08 | AUD | 17,858,190 | 15,189,111 | 223,775 | |||||||||||||||
11/21/08 | AUD | 17,858,190 | 15,189,111 | 223,935 | |||||||||||||||
11/21/08 | AUD | 17,858,190 | 15,189,111 | 219,471 | |||||||||||||||
11/21/08 | AUD | 17,858,190 | 15,189,111 | 213,042 | |||||||||||||||
11/21/08 | AUD | 17,858,190 | 15,189,111 | 170,504 | |||||||||||||||
11/21/08 | AUD | 17,858,190 | 15,189,111 | 227,454 | |||||||||||||||
11/21/08 | CAD | 16,105,208 | 15,154,776 | 40,694 | |||||||||||||||
11/21/08 | CAD | 15,631,526 | 14,709,048 | 43,520 | |||||||||||||||
11/21/08 | CAD | 15,631,526 | 14,709,048 | (4,483 | ) | ||||||||||||||
11/21/08 | DKK | 51,338,820 | 10,054,206 | 15,349 | |||||||||||||||
11/21/08 | DKK | 51,338,820 | 10,054,206 | 19,186 | |||||||||||||||
11/21/08 | DKK | 85,880,742 | 16,818,904 | 55,626 | |||||||||||||||
11/21/08 | EUR | 11,513,446 | 16,819,824 | 14,618 | |||||||||||||||
11/21/08 | EUR | 11,513,446 | 16,819,824 | 34,479 | |||||||||||||||
11/21/08 | EUR | 11,862,338 | 17,329,516 | 17,647 | |||||||||||||||
11/21/08 | GBP | 28,173,101 | 51,060,111 | 1,148,006 | |||||||||||||||
11/21/08 | GBP | 17,450,101 | 31,626,057 | 740,443 | |||||||||||||||
11/21/08 | GBP | 19,636,101 | 35,587,900 | 748,695 | |||||||||||||||
11/21/08 | GBP | 17,450,101 | 31,626,057 | 720,602 | |||||||||||||||
11/21/08 | GBP | 17,450,101 | 31,626,057 | 727,652 | |||||||||||||||
11/21/08 | GBP | 19,065,101 | 34,553,036 | 755,609 | |||||||||||||||
11/21/08 | GBP | 17,450,101 | 31,626,057 | 712,208 | |||||||||||||||
11/21/08 | HKD | 7,794,134 | 1,000,162 | (162 | ) | ||||||||||||||
11/21/08 | JPY | 1,304,140,000 | 12,038,111 | (163,726 | ) | ||||||||||||||
11/21/08 | JPY | 327,135,000 | 3,019,681 | (5,029 | ) | ||||||||||||||
11/21/08 | NOK | 84,890,842 | 15,530,948 | 6,180 | |||||||||||||||
11/21/08 | NOK | 84,890,842 | 15,530,948 | 9,994 | |||||||||||||||
11/21/08 | NOK | 87,463,292 | 16,001,583 | (9,611 | ) | ||||||||||||||
11/21/08 | SEK | 25,465,340 | 3,928,599 | 71,401 | |||||||||||||||
11/21/08 | SGD | 5,337,153 | 3,778,999 | 12,293 | |||||||||||||||
11/21/08 | SGD | 5,337,153 | 3,778,999 | 12,249 | |||||||||||||||
11/21/08 | SGD | 5,498,885 | 3,893,514 | 10,419 | |||||||||||||||
$ | 564,999,948 | $ | 7,233,297 |
See accompanying notes to the financial statements.
14
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
166 | DAX | September 2008 | $ | 39,187,069 | $ | (2,531,250 | ) | ||||||||||||
1,017 | MSCI Singapore | September 2008 | 48,731,026 | 714,929 | |||||||||||||||
182 | S&P/MIB | September 2008 | 38,492,502 | (2,035,592 | ) | ||||||||||||||
$ | 126,410,597 | $ | (3,851,913 | ) | |||||||||||||||
Sales | |||||||||||||||||||
12 | AEX | September 2008 | $ | 1,452,908 | $ | (11,988 | ) | ||||||||||||
82 | CAC 40 | September 2008 | 5,395,370 | (86,549 | ) | ||||||||||||||
542 | FTSE 100 | September 2008 | 55,806,316 | (1,158,922 | ) | ||||||||||||||
4 | Hang Seng | September 2008 | 544,807 | (11,601 | ) | ||||||||||||||
10 | IBEX 35 | September 2008 | 1,720,336 | (23,502 | ) | ||||||||||||||
67 | OMXS 30 | September 2008 | 903,883 | (423 | ) | ||||||||||||||
455 | S&P Toronto 60 | September 2008 | 70,491,147 | 6,108,689 | |||||||||||||||
153 | SPI 200 | September 2008 | 16,895,609 | (774,336 | ) | ||||||||||||||
1,002 | TOPIX | September 2008 | 115,599,449 | (8,394,906 | ) | ||||||||||||||
$ | 268,809,825 | $ | (4,353,538 | ) |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
15
GMO International Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
* Non income-producing security.
As of August 31, 2008, 92.98% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
See accompanying notes to the financial statements.
16
GMO International Core Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $5,592,396,645) (Note 2) | $ | 5,097,765,201 | |||||
Cash | 66,487 | ||||||
Foreign currency, at value (cost $3,761,812) (Note 2) | 3,741,436 | ||||||
Receivable for Fund shares sold | 893,391 | ||||||
Dividends and interest receivable | 12,017,784 | ||||||
Foreign taxes receivable | 2,528,844 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 10,316,724 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 33,519,000 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 3,493,859 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 210,774 | ||||||
Total assets | 5,164,553,500 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 1,674,825 | ||||||
Shareholder service fee | 344,992 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 11,522 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 4,036,365 | ||||||
Accrued expenses | 810,006 | ||||||
Total liabilities | 6,877,710 | ||||||
Net assets | $ | 5,157,675,790 |
See accompanying notes to the financial statements.
17
GMO International Core Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 5,660,393,966 | |||||
Accumulated undistributed net investment income | 90,171,382 | ||||||
Accumulated net realized loss | (95,716,521 | ) | |||||
Net unrealized depreciation | (497,173,037 | ) | |||||
$ | 5,157,675,790 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 977,295,146 | |||||
Class IV shares | $ | 875,345,730 | |||||
Class VI shares | $ | 3,305,034,914 | |||||
Shares outstanding: | |||||||
Class III | 29,070,161 | ||||||
Class IV | 26,044,831 | ||||||
Class VI | 98,355,502 | ||||||
Net asset value per share: | |||||||
Class III | $ | 33.62 | |||||
Class IV | $ | 33.61 | |||||
Class VI | $ | 33.60 |
See accompanying notes to the financial statements.
18
GMO International Core Equity Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $11,604,048) | $ | 110,623,647 | |||||
Securities lending income | 3,158,804 | ||||||
Interest | 2,087,422 | ||||||
Total investment income | 115,869,873 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 10,569,330 | ||||||
Shareholder service fee – Class III (Note 3) | 747,291 | ||||||
Shareholder service fee – Class IV (Note 3) | 424,590 | ||||||
Shareholder service fee – Class VI (Note 3) | 996,293 | ||||||
Custodian and fund accounting agent fees | 1,192,044 | ||||||
Transfer agent fees | 24,932 | ||||||
Audit and tax fees | 41,584 | ||||||
Legal fees | 64,032 | ||||||
Trustees fees and related expenses (Note 3) | 30,990 | ||||||
Registration fees | 6,072 | ||||||
Miscellaneous | 45,908 | ||||||
Total expenses | 14,143,066 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (1,358,889 | ) | |||||
Expense reductions (Note 2) | (19,918 | ) | |||||
Net expenses | 12,764,259 | ||||||
Net investment income (loss) | 103,105,614 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (52,595,434 | ) | |||||
Closed futures contracts | (35,682,058 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (6,402,432 | ) | |||||
Net realized gain (loss) | (94,679,924 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (455,035,280 | ) | |||||
Open futures contracts | 15,212,707 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (6,558,855 | ) | |||||
Net unrealized gain (loss) | (446,381,428 | ) | |||||
Net realized and unrealized gain (loss) | (541,061,352 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (437,955,738 | ) |
See accompanying notes to the financial statements.
19
GMO International Core Equity Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 103,105,614 | $ | 130,597,450 | |||||||
Net realized gain (loss) | (94,679,924 | ) | 262,829,020 | ||||||||
Change in net unrealized appreciation (depreciation) | (446,381,428 | ) | (538,336,524 | ) | |||||||
Net increase (decrease) in net assets from operations | (437,955,738 | ) | (144,910,054 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (13,159,640 | ) | (15,752,992 | ) | |||||||
Class IV | (12,329,603 | ) | (13,850,618 | ) | |||||||
Class VI | (47,705,637 | ) | (70,382,406 | ) | |||||||
Total distributions from net investment income | (73,194,880 | ) | (99,986,016 | ) | |||||||
Net realized gains | |||||||||||
Class III | (7,902,343 | ) | (44,597,287 | ) | |||||||
Class IV | (7,358,071 | ) | (40,295,188 | ) | |||||||
Class VI | (28,358,623 | ) | (183,168,178 | ) | |||||||
Total distributions from net realized gains | (43,619,037 | ) | (268,060,653 | ) | |||||||
(116,813,917 | ) | (368,046,669 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 161,539,433 | 81,033,866 | |||||||||
Class IV | 18,626,374 | 308,789,561 | |||||||||
Class VI | 100,171,604 | 2,587,884,351 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | 280,337,411 | 2,977,707,778 | |||||||||
Total increase (decrease) in net assets | (274,432,244 | ) | 2,464,751,055 | ||||||||
Net assets: | |||||||||||
Beginning of period | 5,432,108,034 | 2,967,356,979 | |||||||||
End of period (including accumulated undistributed net investment income of $90,171,382 and $60,260,648, respectively) | $ | 5,157,675,790 | $ | 5,432,108,034 |
See accompanying notes to the financial statements.
20
GMO International Core Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 37.25 | $ | 39.38 | $ | 35.23 | $ | 30.81 | $ | 26.75 | $ | 18.04 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.68 | 1.01 | 0.86 | 0.72 | 0.55 | 0.40 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (3.54 | ) | (0.51 | ) | 6.06 | 4.79 | 4.54 | 8.81 | |||||||||||||||||||
Total from investment operations | (2.86 | ) | 0.50 | 6.92 | 5.51 | 5.09 | 9.21 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.48 | ) | (0.68 | ) | (0.77 | ) | (0.16 | ) | (0.54 | ) | (0.50 | ) | |||||||||||||||
From net realized gains | (0.29 | ) | (1.95 | ) | (2.00 | ) | (0.93 | ) | (0.49 | ) | — | ||||||||||||||||
Total distributions | (0.77 | ) | (2.63 | ) | (2.77 | ) | (1.09 | ) | (1.03 | ) | (0.50 | ) | |||||||||||||||
Net asset value, end of period | $ | 33.62 | $ | 37.25 | $ | 39.38 | $ | 35.23 | $ | 30.81 | $ | 26.75 | |||||||||||||||
Total Return(a) | (7.74 | )%** | 0.69 | % | 20.04 | % | 18.26 | % | 19.20 | % | 51.46 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 977,295 | $ | 917,685 | $ | 877,816 | $ | 820,336 | $ | 321,463 | $ | 201,333 | |||||||||||||||
Net expenses to average daily net assets | 0.53 | %(b)* | 0.53 | %(b) | 0.53 | % | 0.54 | % | 0.55 | % | 0.55 | % | |||||||||||||||
Net investment income to average daily net assets | 3.63 | %* | 2.44 | % | 2.29 | % | 2.26 | % | 1.98 | % | 1.77 | % | |||||||||||||||
Portfolio turnover rate | 19 | %** | 43 | % | 47 | % | 43 | % | 45 | % | 43 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.05 | % | 0.10 | % | 0.14 | % | 0.27 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
21
GMO International Core Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004(a) | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 37.23 | $ | 39.36 | $ | 35.21 | $ | 30.80 | $ | 26.75 | $ | 21.08 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.69 | 1.04 | 0.85 | 0.65 | 0.56 | 0.16 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (3.54 | ) | (0.52 | ) | 6.09 | 4.87 | 4.54 | 6.03 | |||||||||||||||||||
Total from investment operations | (2.85 | ) | 0.52 | 6.94 | 5.52 | 5.10 | 6.19 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.48 | ) | (0.70 | ) | (0.79 | ) | (0.18 | ) | (0.56 | ) | (0.52 | ) | |||||||||||||||
From net realized gains | (0.29 | ) | (1.95 | ) | (2.00 | ) | (0.93 | ) | (0.49 | ) | — | ||||||||||||||||
Total distributions | (0.77 | ) | (2.65 | ) | (2.79 | ) | (1.11 | ) | (1.05 | ) | (0.52 | ) | |||||||||||||||
Net asset value, end of period | $ | 33.61 | $ | 37.23 | $ | 39.36 | $ | 35.21 | $ | 30.80 | $ | 26.75 | |||||||||||||||
Total Return(b) | (7.71 | )%** | 0.75 | % | 20.14 | % | 18.31 | % | 19.24 | % | 29.71 | %** | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 875,346 | $ | 947,063 | $ | 711,712 | $ | 1,183,535 | $ | 255,580 | $ | 24,134 | |||||||||||||||
Net expenses to average daily net assets | 0.47 | %(c)* | 0.47 | %(c) | 0.47 | % | 0.48 | % | 0.49 | % | 0.49 | %* | |||||||||||||||
Net investment income to average daily net assets | 3.71 | %* | 2.51 | % | 2.27 | % | 1.98 | % | 2.01 | % | 0.99 | %* | |||||||||||||||
Portfolio turnover rate | 19 | %** | 43 | % | 47 | % | 43 | % | 45 | % | 43 | %†† | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.05 | % | 0.11 | % | 0.14 | % | 0.26 | %* |
(a) Period from June 30, 2003 (commencement of operations) through February 29, 2004.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
†† Calculation represtents portfolio turnover of the Fund for year ended February 29, 2004.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
22
GMO International Core Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 37.22 | $ | 39.35 | $ | 36.09 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)† | 0.69 | 0.98 | 0.74 | ||||||||||||
Net realized and unrealized gain (loss) | (3.53 | ) | (0.45 | ) | 5.33 | ||||||||||
Total from investment operations | (2.84 | ) | 0.53 | 6.07 | |||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.49 | ) | (0.71 | ) | (0.81 | ) | |||||||||
From net realized gains | (0.29 | ) | (1.95 | ) | (2.00 | ) | |||||||||
Total distributions | (0.78 | ) | (2.66 | ) | (2.81 | ) | |||||||||
Net asset value, end of period | $ | 33.60 | $ | 37.22 | $ | 39.35 | |||||||||
Total Return(b) | (7.70 | )%** | 0.78 | % | 17.24 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 3,305,035 | $ | 3,567,360 | $ | 1,377,829 | |||||||||
Net expenses to average daily net assets | 0.44 | %(c)* | 0.44 | %(c) | 0.44 | %* | |||||||||
Net investment income to average daily net assets | 3.73 | %* | 2.36 | % | 2.11 | %* | |||||||||
Portfolio turnover rate | 19 | %** | 43 | % | 47 | %†† | |||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.05 | % | 0.05 | %* |
(a) Period from March 28, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
23
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO International Core Equity Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the MSCI EAFE Index (Europe, Australasia, and Far East). The Fund typically makes equity investments in companies from developed countries, other than the U.S.
Throughout the period ended August 31, 2008, the Fund had three classes of shares outstanding: Class III, Class IV and Class VI. Each class of shares bears a different level of shareholder service fees.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange
24
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 301,818,976 | $ | 10,565,054 | |||||||
Level 2 - Other Significant Observable Inputs | 4,795,946,225 | 10,316,724 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 5,097,765,201 | $ | 20,881,778 |
* Other financial instruments include foreign currency, forward currency contracts and futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (15,029,069 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (4,036,365 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (19,065,434 | ) |
** Other financial instruments include forward currency contracts and futures contracts.
25
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities.
26
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
27
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
28
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. The Fund had no securities on loan at Aug ust 31, 2008.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
29
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 5,595,589,486 | $ | 309,687,229 | $ | (807,511,514 | ) | $ | (497,824,285 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State
30
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.38% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares, 0.09% for Class IV shares and 0.055% for Class VI shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.38% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company
31
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fee paid by the Trust to the independent Trustees and CCO during the period ended August 31, 2008 was $26,942 and $15,548, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $1,224,401,157 and $1,029,638,529, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 24.49% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, less than 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 39.15% of the Fund's shares were held by accounts for which the Manager has investment discretion.
32
GMO International Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 4,925,315 | $ | 180,009,043 | 11,949,449 | $ | 492,041,742 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 564,924 | 19,568,950 | 1,414,279 | 58,116,527 | |||||||||||||||
Shares repurchased | (1,055,036 | ) | (38,038,560 | ) | (11,019,208 | ) | (469,124,403 | ) | |||||||||||
Net increase (decrease) | 4,435,203 | $ | 161,539,433 | 2,344,520 | $ | 81,033,866 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,671,167 | $ | 62,217,117 | 15,988,725 | $ | 658,843,076 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 506,212 | 17,530,126 | 1,206,587 | 49,719,301 | |||||||||||||||
Shares repurchased | (1,568,373 | ) | (61,120,869 | ) | (9,841,902 | ) | (399,772,816 | ) | |||||||||||
Net increase (decrease) | 609,006 | $ | 18,626,374 | 7,353,410 | $ | 308,789,561 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 3,319,315 | $ | 128,947,408 | 74,361,787 | $ | 3,110,181,310 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,196,568 | 76,045,177 | 6,180,798 | 253,296,700 | |||||||||||||||
Shares repurchased | (3,000,712 | ) | (104,820,981 | ) | (19,719,605 | ) | (775,593,659 | ) | |||||||||||
Net increase (decrease) | 2,515,171 | $ | 100,171,604 | 60,822,980 | $ | 2,587,884,351 |
33
GMO International Core Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the ove rall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
34
GMO International Core Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering,
35
GMO International Core Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
36
GMO International Core Equity Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
37
GMO International Core Equity Fund
(A Series of GMO Trust)
Fund Expenses — (Continued)
August 31, 2008 (Unaudited)
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.53 | % | $ | 1,000.00 | $ | 922.60 | $ | 2.57 | |||||||||||
2) Hypothetical | 0.53 | % | $ | 1,000.00 | $ | 1,022.53 | $ | 2.70 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.47 | % | $ | 1,000.00 | $ | 922.90 | $ | 2.28 | |||||||||||
2) Hypothetical | 0.47 | % | $ | 1,000.00 | $ | 1,022.84 | $ | 2.40 | |||||||||||
Class VI | |||||||||||||||||||
1) Actual | 0.44 | % | $ | 1,000.00 | $ | 923.00 | $ | 2.13 | |||||||||||
2) Hypothetical | 0.44 | % | $ | 1,000.00 | $ | 1,022.99 | $ | 2.24 |
* Expenses are calculated using each Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
38
GMO International Growth Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO International Growth Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 94.2 | % | |||||
Short-Term Investments | 3.9 | ||||||
Forward Currency Contracts | 0.3 | ||||||
Preferred Stocks | 0.3 | ||||||
Rights and Warrants | 0.0 | ||||||
Futures | (0.1 | ) | |||||
Other | 1.4 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
United Kingdom | 23.1 | % | |||||
Japan | 18.5 | ||||||
Switzerland | 12.7 | ||||||
France | 8.4 | ||||||
Canada | 6.6 | ||||||
Germany | 6.6 | ||||||
Australia | 5.6 | ||||||
Spain | 3.9 | ||||||
Finland | 3.8 | ||||||
Denmark | 2.7 | ||||||
Hong Kong | 2.3 | ||||||
Netherlands | 1.7 | ||||||
Singapore | 1.2 | ||||||
Sweden | 0.9 | ||||||
Greece | 0.6 | ||||||
Norway | 0.6 | ||||||
Belgium | 0.2 | ||||||
Ireland | 0.2 | ||||||
Italy | 0.2 | ||||||
Austria | 0.1 | ||||||
Portugal | 0.1 | ||||||
100.0 | % |
1
GMO International Growth Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 18.9 | % | |||||
Materials | 13.6 | ||||||
Consumer Staples | 13.5 | ||||||
Information Technology | 10.0 | ||||||
Energy | 9.8 | ||||||
Industrials | 9.7 | ||||||
Consumer Discretionary | 9.0 | ||||||
Telecommunication Services | 6.4 | ||||||
Financials | 5.6 | ||||||
Utilities | 3.5 | ||||||
100.0 | % |
2
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 94.2% | |||||||||||||||
Australia — 5.3% | |||||||||||||||
639,442 | AMP Ltd | 3,785,693 | |||||||||||||
85,752 | Australia and New Zealand Banking Group Ltd | 1,207,530 | |||||||||||||
238,031 | Australian Stock Exchange Ltd | 7,141,618 | |||||||||||||
394,414 | BHP Billiton Ltd | 13,852,520 | |||||||||||||
772,562 | Brambles Ltd | 5,069,098 | |||||||||||||
24,430 | Cochlear Ltd | 1,146,196 | |||||||||||||
554,356 | CSL Ltd | 19,347,200 | |||||||||||||
938,668 | CSR Ltd | 2,130,107 | |||||||||||||
1,011,812 | Foster's Group Ltd | 4,829,203 | |||||||||||||
1,100,514 | Harvey Norman Holdings Ltd | 3,473,011 | |||||||||||||
69,587 | Incitec Pivot Ltd | 9,466,829 | |||||||||||||
74,746 | Leighton Holdings Ltd | 2,949,613 | |||||||||||||
40,845 | Macquarie Group Ltd | 1,514,594 | |||||||||||||
527,404 | Macquarie Infrastructure Group | 982,844 | |||||||||||||
288,508 | Newcrest Mining Ltd * | 6,765,656 | |||||||||||||
452,084 | Oil Search Ltd | 2,309,701 | |||||||||||||
212,964 | Origin Energy Ltd | 2,937,823 | |||||||||||||
153,888 | QBE Insurance Group Ltd | 3,129,782 | |||||||||||||
58,981 | Rio Tinto Ltd | 6,394,911 | |||||||||||||
84,549 | St George Bank | 2,180,455 | |||||||||||||
182,769 | TABCORP Holdings Ltd | 1,335,136 | |||||||||||||
1,403,836 | Telstra Corp Ltd | 5,211,143 | |||||||||||||
175,772 | Westfarmers Ltd | 4,608,345 | |||||||||||||
366,506 | Westpac Banking Corp | 7,324,511 | |||||||||||||
538,267 | Woodside Petroleum Ltd | 28,911,875 | |||||||||||||
1,137,492 | Woolworths Ltd | 27,461,926 | |||||||||||||
239,535 | Worleyparsons Ltd | 7,540,301 | |||||||||||||
Total Australia | 183,007,621 | ||||||||||||||
Austria — 0.1% | |||||||||||||||
48,191 | Oesterreichische Elektrizitaetswirtschafts AG Class A | 3,633,583 |
See accompanying notes to the financial statements.
3
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Belgium — 0.2% | |||||||||||||||
61,829 | Belgacom SA | 2,461,976 | |||||||||||||
9,780 | Colruyt SA | 2,666,422 | |||||||||||||
74,799 | Fortis | 1,035,690 | |||||||||||||
21,044 | Mobistar SA | 1,558,035 | |||||||||||||
Total Belgium | 7,722,123 | ||||||||||||||
Canada — 6.2% | |||||||||||||||
95,400 | Agrium Inc | 8,069,198 | |||||||||||||
47,700 | Bank of Nova Scotia | 2,203,508 | |||||||||||||
53,900 | Canadian Imperial Bank of Commerce | 3,257,453 | |||||||||||||
237,500 | Canadian National Railway Co | 12,461,033 | |||||||||||||
66,000 | Canadian Natural Resources | 5,634,055 | |||||||||||||
85,800 | Canadian Pacific Railway Ltd | 5,234,624 | |||||||||||||
111,900 | Enbridge Inc | 4,692,887 | |||||||||||||
46,600 | EnCana Corp | 3,502,680 | |||||||||||||
98,500 | Husky Energy Inc | 4,354,483 | |||||||||||||
76,100 | IGM Financial Inc | 3,181,465 | |||||||||||||
102,800 | Penn West Energy Trust | 3,017,777 | |||||||||||||
49,300 | Petro-Canada | 2,179,916 | |||||||||||||
525,300 | Potash Corp of Saskatchewan Inc | 91,405,564 | |||||||||||||
276,600 | Research In Motion Ltd * | 33,701,019 | |||||||||||||
234,400 | Royal Bank of Canada | 10,761,914 | |||||||||||||
180,900 | Shoppers Drug Mart Corp | 9,438,557 | |||||||||||||
48,700 | Sun Life Financial Inc | 1,878,193 | |||||||||||||
109,000 | Suncor Energy Inc | 6,241,477 | |||||||||||||
45,500 | Teck Cominco Ltd | 1,900,904 | |||||||||||||
Total Canada | 213,116,707 | ||||||||||||||
Denmark — 2.6% | |||||||||||||||
291 | AP Moller-Maersk A/S Class A | 3,260,846 | |||||||||||||
197 | AP Moller-Maersk A/S Class B | 2,203,984 | |||||||||||||
22,175 | D/S Norden | 2,095,166 | |||||||||||||
222,900 | H Lundbeck A/S | 5,177,892 | |||||||||||||
659,700 | Novo-Nordisk A/S Class B | 36,825,696 | |||||||||||||
287,450 | Vestas Wind Systems A/S * | 39,005,072 | |||||||||||||
Total Denmark | 88,568,656 |
See accompanying notes to the financial statements.
4
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Finland — 3.6% | |||||||||||||||
164,805 | Alma Media Corp | 2,174,544 | |||||||||||||
163,381 | Amer Sports Oyj Class A | 2,200,049 | |||||||||||||
233,762 | Fortum Oyj | 9,594,962 | |||||||||||||
89,635 | KCI Konecranes Oyj | 2,958,478 | |||||||||||||
198,706 | Kone Oyj Class B | 6,154,248 | |||||||||||||
3,228,274 | Nokia Oyj | 80,827,616 | |||||||||||||
335,092 | Nokian Renkaat Oyj | 11,933,510 | |||||||||||||
153,421 | Outokumpu Oyj | 3,673,785 | |||||||||||||
33,897 | Outotec Oyj | 1,539,861 | |||||||||||||
187,475 | YIT Oyj | 2,916,171 | |||||||||||||
Total Finland | 123,973,224 | ||||||||||||||
France — 7.9% | |||||||||||||||
70,889 | Air Liquide SA | 8,610,199 | |||||||||||||
107,636 | Alstom | 10,933,903 | |||||||||||||
728,511 | Arcelor Mittal | 57,153,120 | |||||||||||||
13,717 | BNP Paribas | 1,230,485 | |||||||||||||
78,684 | Carrefour SA | 4,159,226 | |||||||||||||
63,077 | Credit Agricole SA | 1,337,282 | |||||||||||||
54,092 | Dassault Systemes SA | 3,269,184 | |||||||||||||
68,842 | Electricite de France | 5,887,655 | |||||||||||||
154,801 | Essilor International SA | 8,235,061 | |||||||||||||
221,572 | Groupe Danone | 15,445,028 | |||||||||||||
63,085 | Hermes International | 8,958,932 | |||||||||||||
148,636 | L'Oreal SA | 14,753,546 | |||||||||||||
16,950 | Lafarge SA | 2,044,817 | |||||||||||||
41,580 | LVMH Moet Hennessy Louis Vuitton SA | 4,415,718 | |||||||||||||
28,972 | Neopost SA | 3,020,494 | |||||||||||||
525,461 | Sanofi-Aventis | 37,279,099 | |||||||||||||
14,420 | Societe Generale | 1,390,989 | |||||||||||||
967,145 | Total SA | 69,475,980 | |||||||||||||
49,635 | UbiSoft Entertainment SA * | 4,629,940 | |||||||||||||
129,236 | Veolia Environnement | 6,931,788 | |||||||||||||
18,447 | Wendel Investissement | 2,033,906 | |||||||||||||
Total France | 271,196,352 |
See accompanying notes to the financial statements.
5
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Germany — 5.9% | |||||||||||||||
154,460 | Adidas AG | 9,022,146 | |||||||||||||
311,062 | Aixtron AG | 3,251,584 | |||||||||||||
9,534 | Allianz SE (Registered) | 1,589,372 | |||||||||||||
69,018 | BASF AG | 3,982,943 | |||||||||||||
106,132 | Beiersdorf AG (Bearer) | 6,178,245 | |||||||||||||
25,082 | Bilfinger & Berger AG | 1,760,424 | |||||||||||||
17,641 | Deutsche Bank AG (Registered) | 1,497,935 | |||||||||||||
261,861 | Deutsche Boerse AG | 24,544,531 | |||||||||||||
314,499 | E.ON AG | 18,334,409 | |||||||||||||
85,205 | Gildemeister AG | 2,039,050 | |||||||||||||
44,114 | Hannover Rueckversicherungs AG (Registered) | 1,871,259 | |||||||||||||
233,213 | K&S AG | 27,958,975 | |||||||||||||
50,688 | Kloeckner & Co AG | 2,000,779 | |||||||||||||
67,025 | Linde AG | 8,410,111 | |||||||||||||
16,501 | MAN AG | 1,611,307 | |||||||||||||
9,958 | Muenchener Rueckversicherungs AG (Registered) | 1,544,155 | |||||||||||||
79,836 | Norddeutsche Affinerie AG | 3,678,905 | |||||||||||||
10,739 | Puma AG Rudolf Dassler Sport | 3,377,717 | |||||||||||||
60,608 | Q-Cells AG * | 6,067,673 | |||||||||||||
126,499 | Qiagen NV * | 2,675,401 | |||||||||||||
27,309 | RWE AG | 2,941,110 | |||||||||||||
17,742 | Salzgitter AG | 2,716,831 | |||||||||||||
926,559 | SAP AG | 51,907,909 | |||||||||||||
104,363 | SGL Carbon AG * | 6,246,500 | |||||||||||||
36,024 | Solarworld AG | 1,850,709 | |||||||||||||
45,222 | Stada Arzneimittel AG | 2,472,661 | |||||||||||||
12,768 | Wacker-Chemie AG | 2,335,004 | |||||||||||||
Total Germany | 201,867,645 | ||||||||||||||
Greece — 0.6% | |||||||||||||||
91,422 | Alpha Bank A.E. | 2,326,309 | |||||||||||||
183,788 | Coca Cola Hellenic Bottling Co SA | 4,526,323 | |||||||||||||
81,470 | EFG Eurobank Ergasias | 1,638,902 |
See accompanying notes to the financial statements.
6
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Greece — continued | |||||||||||||||
98,141 | National Bank of Greece SA | 4,326,143 | |||||||||||||
167,634 | OPAP SA | 5,870,583 | |||||||||||||
91,752 | Piraeus Bank SA | 2,472,986 | |||||||||||||
Total Greece | 21,161,246 | ||||||||||||||
Hong Kong — 2.1% | |||||||||||||||
448,600 | Bank of East Asia Ltd | 1,773,299 | |||||||||||||
1,721,500 | CLP Holdings Ltd | 13,965,599 | |||||||||||||
1,009,200 | Esprit Holdings Ltd | 8,331,221 | |||||||||||||
630,100 | Hang Seng Bank Ltd | 12,427,638 | |||||||||||||
3,579,400 | Hong Kong & China Gas | 8,031,017 | |||||||||||||
92,800 | Hong Kong Aircraft Engineering Co Ltd | 1,033,253 | |||||||||||||
1,618,000 | Hong Kong Electric Holdings Ltd | 10,273,075 | |||||||||||||
425,931 | Hong Kong Exchanges and Clearing Ltd | 5,501,962 | |||||||||||||
1,480,000 | Li & Fung Ltd | 4,500,360 | |||||||||||||
4,242,000 | PCCW Ltd | 2,654,036 | |||||||||||||
208,000 | Sun Hung Kai Properties Ltd | 2,836,175 | |||||||||||||
212,500 | Swire Pacific Ltd Class A | 2,122,590 | |||||||||||||
Total Hong Kong | 73,450,225 | ||||||||||||||
Ireland — 0.2% | |||||||||||||||
338,168 | Bank of Ireland | 2,710,791 | |||||||||||||
52,806 | DCC Plc | 1,277,348 | |||||||||||||
64,710 | Kerry Group Plc | 1,754,881 | |||||||||||||
Total Ireland | 5,743,020 | ||||||||||||||
Italy — 0.2% | |||||||||||||||
659,173 | A2A SPA | 2,060,278 | |||||||||||||
76,985 | Banco Popolare Scarl | 1,466,458 | |||||||||||||
145,729 | Bulgari SPA | 1,490,342 | |||||||||||||
76,985 | ENI SPA | 2,497,190 | |||||||||||||
Total Italy | 7,514,268 |
See accompanying notes to the financial statements.
7
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — 17.5% | |||||||||||||||
167,900 | Aisin Seiki Co Ltd | 4,420,166 | |||||||||||||
316,400 | Astellas Pharma Inc | 14,251,227 | |||||||||||||
836,050 | Canon Inc | 37,491,623 | |||||||||||||
605 | Central Japan Railway Co | 6,284,661 | |||||||||||||
418,000 | Cosmo Oil Co Ltd | 1,220,862 | |||||||||||||
263,000 | Daiichi Chuo Kisen Kaisha | 1,564,836 | |||||||||||||
267,400 | Daiichi Sankyo Co Ltd | 8,044,714 | |||||||||||||
291,800 | Daikin Industries Ltd | 9,836,120 | |||||||||||||
599 | DeNa Co Ltd | 2,922,451 | |||||||||||||
115,100 | Denso Corp | 2,983,795 | |||||||||||||
773 | East Japan Railway Co | 6,148,494 | |||||||||||||
160,000 | Eisai Co Ltd | 6,363,024 | |||||||||||||
126,900 | Fanuc Ltd | 9,441,157 | |||||||||||||
90,800 | Fast Retailing Co Ltd | 9,164,996 | |||||||||||||
44,300 | Hirose Electric Co Ltd | 4,296,790 | |||||||||||||
63,400 | Hisamitsu Pharmaceutical Co Inc | 2,816,004 | |||||||||||||
236,000 | Hitachi Metals Ltd | 3,504,276 | |||||||||||||
95,100 | Hokkaido Electric Power | 2,125,042 | |||||||||||||
621,000 | Honda Motor Co Ltd | 20,168,630 | |||||||||||||
455,400 | Hoya Corp | 9,283,387 | |||||||||||||
51,600 | Ibiden Co Ltd | 1,521,833 | |||||||||||||
893 | INPEX Holdings Inc | 9,724,037 | |||||||||||||
85,300 | Ito En Ltd | 1,305,366 | |||||||||||||
411,000 | Japan Steel Works Ltd (The) | 7,078,221 | |||||||||||||
1,730 | Japan Tobacco Inc | 8,210,426 | |||||||||||||
126,000 | JFE Holdings Inc | 5,324,760 | |||||||||||||
579,000 | Kao Corp | 16,393,231 | |||||||||||||
193,000 | Kawasaki Kisen Kaisha Ltd | 1,368,320 | |||||||||||||
52,300 | Keyence Corp | 10,579,286 | |||||||||||||
222,700 | Komatsu Ltd | 4,661,000 | |||||||||||||
390,000 | Konica Minolta Holdings Inc | 5,375,294 | |||||||||||||
447,000 | Marubeni Corp | 2,765,757 | |||||||||||||
2,600,000 | Matsushita Electric Industrial Co Ltd | 53,440,005 | |||||||||||||
585,000 | Mazda Motor Corp | 3,113,856 |
See accompanying notes to the financial statements.
8
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
1,128,000 | Mitsubishi Corp | 30,985,119 | |||||||||||||
131,000 | Mitsubishi Estate Co Ltd | 2,893,645 | |||||||||||||
74,000 | Mitsui & Co | 1,261,652 | |||||||||||||
337,000 | Mitsui OSK Lines Ltd | 3,994,149 | |||||||||||||
571,000 | Mitsui Trust Holding Inc | 3,148,029 | |||||||||||||
1,104 | Mizuho Financial Group Inc | 4,699,626 | |||||||||||||
71,300 | Murata Manufacturing Co Ltd | 3,133,053 | |||||||||||||
148,000 | NGK Insulators Ltd | 1,776,223 | |||||||||||||
241,000 | Nikon Corp | 7,821,939 | |||||||||||||
81,400 | Nintendo Co Ltd | 38,214,035 | |||||||||||||
171,000 | Nippon Denko Co Ltd | 1,471,626 | |||||||||||||
205,000 | Nippon Electric Glass Co Ltd | 2,734,495 | |||||||||||||
382,500 | Nippon Mining Holdings Inc | 2,124,631 | |||||||||||||
241,000 | Nippon Oil Corp | 1,503,095 | |||||||||||||
528,000 | Nippon Yusen KK | 4,213,576 | |||||||||||||
52,900 | Nissha Printing Co Ltd | 2,856,995 | |||||||||||||
98,900 | Nitto Denko Corp | 2,968,719 | |||||||||||||
144,000 | Nomura Research Institute | 3,267,586 | |||||||||||||
592 | NTT Data Corp | 2,429,911 | |||||||||||||
3,294 | NTT Docomo Inc | 5,191,403 | |||||||||||||
178,000 | Olympus Corp | 5,783,181 | |||||||||||||
36,100 | Ono Pharmaceutical Co Ltd | 1,890,304 | |||||||||||||
7,270 | ORIX Corp | 885,647 | |||||||||||||
325,000 | Osaka Gas Co Ltd | 1,182,460 | |||||||||||||
5,948 | Rakuten Inc | 3,312,958 | |||||||||||||
2,492 | Resona Holdings Inc | 2,900,473 | |||||||||||||
38,000 | Rohm Co Ltd | 2,187,776 | |||||||||||||
74,600 | Sankyo Co Ltd Gunma | 3,532,202 | |||||||||||||
8,714 | SBI Holdings Inc | 1,562,641 | |||||||||||||
64,100 | Secom Co | 2,952,838 | |||||||||||||
122,900 | Sega Sammy Holdings Inc | 1,165,698 | |||||||||||||
611,800 | Seven & I Holdings Co Ltd | 17,820,239 | |||||||||||||
27,200 | Shimamura Co | 1,523,279 | |||||||||||||
387,700 | Shin-Etsu Chemical Co Ltd | 21,567,823 |
See accompanying notes to the financial statements.
9
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Japan — continued | |||||||||||||||
120,000 | Shionogi and Co Ltd | 2,705,268 | |||||||||||||
225,000 | Shiseido Co Ltd | 5,268,097 | |||||||||||||
449,000 | Sojitz Corp | 1,281,116 | |||||||||||||
74,800 | SUMCO Corp | 1,481,833 | |||||||||||||
1,262,000 | Sumitomo Metal Industries Ltd | 5,574,955 | |||||||||||||
816,200 | Takeda Pharmaceutical Co Ltd | 42,638,523 | |||||||||||||
270,400 | Terumo Corp | 15,042,986 | |||||||||||||
58,600 | Tokyo Electron Ltd | 3,315,446 | |||||||||||||
620,000 | Toshiba Corp | 3,458,259 | |||||||||||||
110,900 | Toyoda Gosei Co Ltd | 2,471,393 | |||||||||||||
90,800 | Toyota Motor Corp | 4,051,350 | |||||||||||||
61,700 | Toyota Tsusho Kaisha | 1,055,008 | |||||||||||||
73,000 | Trend Micro Inc | 2,470,567 | |||||||||||||
42,800 | Uni-Charm Corp | 3,184,097 | |||||||||||||
24,923 | Yahoo Japan Corp | 9,551,759 | |||||||||||||
84,900 | Yamada Denki Co Ltd | 6,099,327 | |||||||||||||
Total Japan | 597,800,657 | ||||||||||||||
Netherlands — 1.6% | |||||||||||||||
49,272 | Boskalis Westminster | 2,910,282 | |||||||||||||
47,889 | Fugro NV | 3,693,236 | |||||||||||||
235,511 | Heineken NV (a) | 11,041,452 | |||||||||||||
51,700 | ING Groep NV | 1,610,676 | |||||||||||||
534,509 | Koninklijke KPN NV | 9,069,103 | |||||||||||||
220,429 | Reed Elsevier NV | 3,685,599 | |||||||||||||
87,278 | TomTom NV * | 2,155,727 | |||||||||||||
706,501 | Unilever NV | 19,494,386 | |||||||||||||
Total Netherlands | 53,660,461 | ||||||||||||||
Norway — 0.6% | |||||||||||||||
43,100 | Frontline Ltd | 2,578,465 | |||||||||||||
96,300 | Seadrill Ltd | 2,628,072 | |||||||||||||
318,400 | StatoilHydro ASA | 9,767,058 | |||||||||||||
63,380 | Yara International ASA | 3,924,327 | |||||||||||||
Total Norway | 18,897,922 |
See accompanying notes to the financial statements.
10
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Portugal — 0.1% | |||||||||||||||
357,111 | Portugal Telecom SA | 3,731,004 | |||||||||||||
Singapore — 1.2% | |||||||||||||||
660,000 | Keppel Corp Ltd | 4,583,415 | |||||||||||||
1,471,000 | Keppel Land Ltd | 3,995,643 | |||||||||||||
513,000 | Sembcorp Industries Ltd | 1,489,096 | |||||||||||||
1,045,000 | SembCorp Marine Ltd | 2,769,705 | |||||||||||||
401,000 | Singapore Exchange Ltd | 1,770,733 | |||||||||||||
1,606,000 | Singapore Press Holdings Ltd | 4,645,562 | |||||||||||||
2,318,000 | Singapore Technologies Engineering Ltd | 4,578,911 | |||||||||||||
6,682,500 | Singapore Telecommunications | 16,492,979 | |||||||||||||
Total Singapore | 40,326,044 | ||||||||||||||
Spain — 3.7% | |||||||||||||||
80,531 | Abertis Infraestructuras SA | 1,663,383 | |||||||||||||
105,737 | Banco Popular Espanol SA | 1,117,371 | |||||||||||||
83,022 | Gas Natural SDG SA | 3,846,253 | |||||||||||||
327,418 | Iberdrola SA | 3,945,165 | |||||||||||||
203,199 | Inditex SA | 9,450,136 | |||||||||||||
104,344 | Red Electrica de Espana | 6,156,302 | |||||||||||||
4,015,092 | Telefonica SA | 99,206,885 | |||||||||||||
Total Spain | 125,385,495 | ||||||||||||||
Sweden — 0.8% | |||||||||||||||
364,850 | Hennes & Mauritz AB Class B | 18,080,394 | |||||||||||||
118,600 | Investor AB Class B | 2,497,101 | |||||||||||||
83,600 | Kinnevik Investment AB Class B | 1,240,135 | |||||||||||||
212,400 | Sandvik AB | 2,632,332 | |||||||||||||
120,000 | Swedish Match AB | 2,366,281 | |||||||||||||
32,900 | Vostok Gas Ltd * | 1,749,982 | |||||||||||||
Total Sweden | 28,566,225 |
See accompanying notes to the financial statements.
11
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Switzerland — 12.0% | |||||||||||||||
1,502,290 | ABB Ltd * | 36,847,750 | |||||||||||||
245,367 | CIE Financiere Richemont SA Class A | 14,276,654 | |||||||||||||
29,331 | Credit Suisse Group | 1,360,451 | |||||||||||||
26,545 | Geberit AG (Registered) | 3,863,673 | |||||||||||||
2,664,783 | Nestle SA (Registered) | 117,409,204 | |||||||||||||
1,848,364 | Novartis AG (Registered) | 102,969,729 | |||||||||||||
444,164 | Roche Holding AG (Non Voting) | 74,743,223 | |||||||||||||
2,872 | SGS SA (Registered) | 3,679,955 | |||||||||||||
19,477 | Swatch Group AG | 4,577,687 | |||||||||||||
11,174 | Swisscom AG (Registered) | 3,580,531 | |||||||||||||
116,500 | Syngenta AG (Registered) | 31,258,067 | |||||||||||||
69,917 | Synthes Inc | 9,675,055 | |||||||||||||
200,259 | UBS AG (Registered) * | 4,352,848 | |||||||||||||
4,368 | Zurich Financial Services AG | 1,140,338 | |||||||||||||
Total Switzerland | 409,735,165 | ||||||||||||||
United Kingdom — 21.8% | |||||||||||||||
399,447 | 3i Group Plc | 6,674,713 | |||||||||||||
525,373 | Antofagasta Plc | 5,905,223 | |||||||||||||
731,819 | AstraZeneca Plc | 35,677,597 | |||||||||||||
136,811 | Aviva Plc | 1,277,080 | |||||||||||||
345,952 | BAE Systems Plc | 3,019,339 | |||||||||||||
206,301 | Barclays Plc | 1,320,106 | |||||||||||||
5,850,807 | BG Group Plc | 129,778,799 | |||||||||||||
227,914 | BHP Billiton Plc | 7,098,597 | |||||||||||||
936,507 | British American Tobacco Plc | 31,639,098 | |||||||||||||
378,535 | British Sky Broadcasting Plc | 3,207,247 | |||||||||||||
716,082 | BT Group Plc | 2,247,483 | |||||||||||||
174,643 | Bunzl Plc | 2,270,108 | |||||||||||||
578,429 | Burberry Group Plc | 4,708,270 | |||||||||||||
455,439 | Cadbury Plc | 5,226,671 | |||||||||||||
443,103 | Capita Group Plc | 5,701,062 | |||||||||||||
715,776 | Centrica Plc | 4,260,929 | |||||||||||||
884,104 | Cobham Plc | 3,695,696 |
See accompanying notes to the financial statements.
12
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
207,227 | Daily Mail & General Trust Plc | 1,399,012 | |||||||||||||
2,433,194 | Diageo Plc | 44,938,499 | |||||||||||||
1,871,317 | DSG International Plc | 1,681,346 | |||||||||||||
211,950 | Enterprise Inns Plc (Ordinary Shares) | 1,166,052 | |||||||||||||
7,099,684 | GlaxoSmithKline Plc | 167,061,287 | |||||||||||||
234,071 | HBOS Plc | 1,339,806 | |||||||||||||
186,786 | HSBC Holdings Plc | 2,939,014 | |||||||||||||
244,926 | ICAP Plc | 2,108,959 | |||||||||||||
424,438 | Imperial Tobacco Group Plc | 13,994,060 | |||||||||||||
44,013 | Kazakhmys Plc | 1,032,821 | |||||||||||||
87,487 | London Stock Exchange | 1,257,211 | |||||||||||||
331,063 | Man Group Plc | 3,411,462 | |||||||||||||
475,307 | Marks & Spencer Group Plc | 2,265,151 | |||||||||||||
154,567 | Next Plc | 2,982,406 | |||||||||||||
105,242 | Persimmon Plc | 712,380 | |||||||||||||
274,716 | Petrofac Ltd | 3,258,385 | |||||||||||||
167,752 | Prudential Plc | 1,665,896 | |||||||||||||
632,817 | Reckitt Benckiser Group Plc | 31,991,668 | |||||||||||||
913,575 | Reed Elsevier Plc | 10,441,328 | |||||||||||||
751,958 | Rio Tinto Plc | 71,382,427 | |||||||||||||
309,526 | Royal Bank of Scotland Group | 1,316,437 | |||||||||||||
39,509 | Royal Dutch Shell Plc B Shares (London) | 1,358,573 | |||||||||||||
454,648 | Sage Group Plc | 1,733,507 | |||||||||||||
409,857 | Scottish & Southern Energy Plc | 10,795,335 | |||||||||||||
492,089 | Smith & Nephew Plc | 5,905,249 | |||||||||||||
132,870 | Smiths Group Plc | 2,762,702 | |||||||||||||
605,393 | Tesco Plc | 4,196,213 | |||||||||||||
96,877 | Thomson Reuters Plc | 2,706,188 | |||||||||||||
242,671 | Travis Perkins Plc | 2,955,271 | |||||||||||||
340,273 | Tullow Oil Plc | 5,100,266 | |||||||||||||
261,232 | Unilever Plc | 7,006,802 | |||||||||||||
79,518 | United Utilities Group Plc | 1,034,649 | |||||||||||||
173,972 | Vedanta Resources Plc | 5,744,178 | |||||||||||||
21,629,573 | Vodafone Group Inc | 55,273,366 |
See accompanying notes to the financial statements.
13
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
United Kingdom — continued | |||||||||||||||
331,173 | William Hill Plc | 1,703,642 | |||||||||||||
245,966 | Wolseley Plc | 1,984,617 | |||||||||||||
276,322 | Xstrata Plc | 15,405,820 | |||||||||||||
Total United Kingdom | 747,720,003 | ||||||||||||||
TOTAL COMMON STOCKS (COST $3,384,316,468) | 3,226,777,646 | ||||||||||||||
PREFERRED STOCKS — 0.3% | |||||||||||||||
Germany — 0.3% | |||||||||||||||
33,054 | Fresenius SE (Non Voting) 1.19% | 2,704,804 | |||||||||||||
11,295 | Porsche AG (Non Voting) 0.71% | 1,602,500 | |||||||||||||
41,027 | Volkswagen AG 1.73% | 6,324,149 | |||||||||||||
Total Germany | 10,631,453 | ||||||||||||||
TOTAL PREFERRED STOCKS (COST $5,723,737) | 10,631,453 | ||||||||||||||
RIGHTS AND WARRANTS — 0.0% | |||||||||||||||
Australia — 0.0% | |||||||||||||||
5,339 | Leighton Holdings Rights, Expires 09/11/08 * | 51,164 | |||||||||||||
TOTAL RIGHTS AND WARRANTS (COST $34,155) | 51,164 | ||||||||||||||
SHORT-TERM INVESTMENTS — 3.9% | |||||||||||||||
10,868,000 | Bank of New York Mellon Institutional Cash Reserves Fund (b) | 10,868,000 | |||||||||||||
124,300,000 | HBOS Treasury Services Time Deposit, 2.05%, due 09/02/08 | 124,300,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $135,168,000) | 135,168,000 | ||||||||||||||
TOTAL INVESTMENTS — 98.4% (Cost $3,525,242,360) | 3,372,628,263 | ||||||||||||||
Other Assets and Liabilities (net) — 1.6% | 53,343,077 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 3,425,971,340 |
See accompanying notes to the financial statements.
14
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | CHF | 17,870,458 | $ | 16,241,737 | $ | (23,801 | ) | ||||||||||||
11/21/08 | CHF | 18,411,987 | 16,733,911 | (33,526 | ) | ||||||||||||||
11/21/08 | CHF | 17,870,458 | 16,241,737 | (37,462 | ) | ||||||||||||||
11/21/08 | EUR | 13,136,588 | 19,191,049 | (27,780 | ) | ||||||||||||||
11/21/08 | EUR | 13,136,588 | 19,191,049 | (19,543 | ) | ||||||||||||||
11/21/08 | EUR | 13,136,588 | 19,191,049 | (29,881 | ) | ||||||||||||||
11/21/08 | EUR | 13,136,588 | 19,191,049 | (58,821 | ) | ||||||||||||||
11/21/08 | EUR | 13,136,588 | 19,191,049 | (16,679 | ) | ||||||||||||||
11/21/08 | JPY | 4,696,098,771 | 43,348,230 | 529,914 | |||||||||||||||
11/21/08 | JPY | 4,696,098,771 | 43,348,230 | 534,208 | |||||||||||||||
11/21/08 | JPY | 4,696,098,771 | 43,348,230 | 491,620 | |||||||||||||||
11/21/08 | JPY | 4,696,098,771 | 43,348,230 | 517,417 | |||||||||||||||
11/21/08 | JPY | 4,696,098,771 | 43,348,230 | 548,178 | |||||||||||||||
11/21/08 | JPY | 4,696,098,771 | 43,348,230 | 528,196 | |||||||||||||||
11/21/08 | JPY | 4,696,098,771 | 43,348,230 | 533,818 | |||||||||||||||
11/21/08 | NOK | 56,583,058 | 10,351,983 | (6,661 | ) | ||||||||||||||
11/21/08 | NOK | 56,583,058 | 10,351,983 | (4,119 | ) | ||||||||||||||
11/21/08 | NOK | 58,297,696 | 10,665,679 | 13,223 | |||||||||||||||
11/21/08 | NZD | 5,354,339 | 3,704,243 | (65,875 | ) | ||||||||||||||
11/21/08 | NZD | 5,516,591 | 3,816,493 | (66,305 | ) | ||||||||||||||
11/21/08 | NZD | 5,354,339 | 3,704,243 | (59,536 | ) | ||||||||||||||
11/21/08 | SEK | 147,939,989 | 22,823,057 | (341,581 | ) | ||||||||||||||
11/21/08 | SEK | 147,939,989 | 22,823,057 | (304,491 | ) | ||||||||||||||
11/21/08 | SEK | 147,939,989 | 22,823,057 | (317,714 | ) | ||||||||||||||
11/21/08 | SEK | 147,939,989 | 22,823,057 | (309,192 | ) | ||||||||||||||
11/21/08 | SEK | 147,939,989 | 22,823,057 | (339,615 | ) | ||||||||||||||
11/21/08 | SEK | 147,939,989 | 22,823,057 | (298,339 | ) | ||||||||||||||
11/21/08 | SEK | 147,939,989 | 22,823,057 | (343,714 | ) | ||||||||||||||
11/21/08 | SGD | 22,504,022 | 15,934,091 | (55,693 | ) | ||||||||||||||
11/21/08 | SGD | 22,504,022 | 15,934,091 | (56,261 | ) | ||||||||||||||
11/21/08 | SGD | 22,504,022 | 15,934,091 | (44,510 | ) | ||||||||||||||
11/21/08 | SGD | 22,504,022 | 15,934,091 | (50,015 | ) | ||||||||||||||
$ | 714,702,627 | $ | 785,460 |
See accompanying notes to the financial statements.
15
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Currency Contracts — continued
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 23,226,824 | $ | 19,755,350 | $ | 295,833 | |||||||||||||
11/21/08 | AUD | 23,226,824 | 19,755,351 | 287,772 | |||||||||||||||
11/21/08 | AUD | 23,226,824 | 19,755,351 | 291,048 | |||||||||||||||
11/21/08 | AUD | 23,226,824 | 19,755,351 | 291,257 | |||||||||||||||
11/21/08 | AUD | 23,226,824 | 19,755,351 | 277,088 | |||||||||||||||
11/21/08 | AUD | 23,226,824 | 19,755,351 | 221,762 | |||||||||||||||
11/21/08 | AUD | 23,226,824 | 19,755,351 | 285,450 | |||||||||||||||
11/21/08 | CAD | 15,642,330 | 14,719,214 | 39,525 | |||||||||||||||
11/21/08 | CAD | 15,642,330 | 14,719,214 | 40,625 | |||||||||||||||
11/21/08 | CAD | 15,642,330 | 14,719,214 | 39,650 | |||||||||||||||
11/21/08 | CAD | 15,642,330 | 14,719,214 | 28,796 | |||||||||||||||
11/21/08 | CAD | 15,642,330 | 14,719,214 | 48,289 | |||||||||||||||
11/21/08 | CAD | 15,642,330 | 14,719,214 | (4,486 | ) | ||||||||||||||
11/21/08 | CAD | 15,642,330 | 14,719,214 | 43,550 | |||||||||||||||
11/21/08 | CHF | 22,947,008 | 20,855,608 | 817,048 | |||||||||||||||
11/21/08 | CHF | 22,947,008 | 20,855,608 | 765,405 | |||||||||||||||
11/21/08 | DKK | 100,101,458 | 19,603,892 | 46,647 | |||||||||||||||
11/21/08 | DKK | 100,101,458 | 19,603,892 | 29,620 | |||||||||||||||
11/21/08 | DKK | 100,101,458 | 19,603,892 | 24,615 | |||||||||||||||
11/21/08 | DKK | 100,101,458 | 19,603,892 | 43,107 | |||||||||||||||
11/21/08 | GBP | 10,813,424 | 19,597,936 | 458,835 | |||||||||||||||
11/21/08 | GBP | 10,813,424 | 19,597,936 | 452,531 | |||||||||||||||
11/21/08 | GBP | 10,813,424 | 19,597,936 | 446,540 | |||||||||||||||
11/21/08 | GBP | 10,813,424 | 19,597,936 | 435,229 | |||||||||||||||
11/21/08 | GBP | 10,813,424 | 19,597,936 | 449,395 | |||||||||||||||
11/21/08 | GBP | 10,813,424 | 19,597,936 | 441,339 | |||||||||||||||
11/21/08 | GBP | 10,813,424 | 19,597,936 | 450,909 | |||||||||||||||
11/21/08 | HKD | 140,592,035 | 18,041,107 | (14,988 | ) | ||||||||||||||
11/21/08 | HKD | 140,592,035 | 18,041,107 | (14,985 | ) | ||||||||||||||
11/21/08 | HKD | 144,852,400 | 18,587,808 | (16,987 | ) | ||||||||||||||
11/21/08 | JPY | 1,656,394,000 | 15,289,659 | (25,465 | ) | ||||||||||||||
11/21/08 | NOK | 207,894,440 | 38,034,701 | 1,419,200 | |||||||||||||||
11/21/08 | NOK | 34,649,074 | 6,339,117 | 232,792 | |||||||||||||||
11/21/08 | NOK | 17,324,537 | 3,169,559 | 37,887 | |||||||||||||||
$ | 616,137,348 | $ | 8,664,833 |
See accompanying notes to the financial statements.
16
GMO International Growth Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
391 | DAX | September 2008 | $ | 92,302,073 | $ | (4,958,402 | ) | ||||||||||||
455 | E-Mini MSCI EAFE | September 2008 | 41,063,750 | 697,515 | |||||||||||||||
668 | MSCI Singapore | September 2008 | 32,008,186 | 469,590 | |||||||||||||||
$ | 165,374,009 | $ | (3,791,297 | ) | |||||||||||||||
Sales | |||||||||||||||||||
102 | S&P Toronto 60 | September 2008 | $ | 15,802,411 | $ | 1,386,652 | |||||||||||||
32 | S&P/MIB | September 2008 | 6,767,912 | 216,766 | |||||||||||||||
197 | SPI 200 | September 2008 | 21,754,478 | (466,905 | ) | ||||||||||||||
$ | 44,324,801 | $ | 1,136,513 |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
* Non income-producing security.
(a) All or a portion of this security is out on loan (Note 2).
(b) All or a portion of this security represents investment of security lending collateral (Note 2).
As of August 31, 2008, 88.27% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar CAD - Canadian Dollar CHF - Swiss Franc DKK - Danish Krone EUR - Euro GBP - British Pound | HKD - Hong Kong Dollar JPY - Japanese Yen NOK - Norwegian Krone NZD - New Zealand Dollar SEK - Swedish Krona SGD - Singapore Dollar | ||||||
See accompanying notes to the financial statements.
17
GMO International Growth Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments at value, including securities on loan of $10,314,257 (cost $3,525,242,360) (Note 2) | $ | 3,372,628,263 | |||||
Cash | 69,838 | ||||||
Foreign currency, at value (cost $1,668,445) (Note 2) | 1,664,058 | ||||||
Receivable for Fund shares sold | 21,220,168 | ||||||
Dividends and interest receivable | 5,189,814 | ||||||
Foreign taxes receivable | 1,956,116 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 12,438,318 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 26,908,000 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 170,923 | ||||||
Total assets | 3,442,245,498 | ||||||
Liabilities: | |||||||
Collateral on securities loaned, at value (Note 2) | 10,868,000 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 1,446,178 | ||||||
Shareholder service fee | 308,111 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 7,407 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 2,988,025 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 4,154 | ||||||
Accrued expenses | 652,283 | ||||||
Total liabilities | 16,274,158 | ||||||
Net assets | $ | 3,425,971,340 |
See accompanying notes to the financial statements.
18
GMO International Growth Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 3,589,952,369 | |||||
Accumulated undistributed net investment income | 35,484,755 | ||||||
Accumulated net realized loss | (53,385,919 | ) | |||||
Net unrealized depreciation | (146,079,865 | ) | |||||
$ | 3,425,971,340 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 934,023,605 | |||||
Class IV shares | $ | 2,491,947,735 | |||||
Shares outstanding: | |||||||
Class III | 38,840,239 | ||||||
Class IV | 103,528,814 | ||||||
Net asset value per share: | |||||||
Class III | $ | 24.05 | |||||
Class IV | $ | 24.07 |
See accompanying notes to the financial statements.
19
GMO International Growth Equity Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $5,868,418) | $ | 58,673,448 | |||||
Securities lending income | 1,958,249 | ||||||
Interest | 1,275,095 | ||||||
Total investment income | 61,906,792 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 9,171,172 | ||||||
Shareholder service fee – Class III (Note 3) | 729,902 | ||||||
Shareholder service fee – Class IV (Note 3) | 1,169,831 | ||||||
Custodian and fund accounting agent fees | 951,280 | ||||||
Transfer agent fees | 22,724 | ||||||
Audit and tax fees | 39,928 | ||||||
Legal fees | 41,308 | ||||||
Trustees fees and related expenses (Note 3) | 18,882 | ||||||
Registration fees | 1,472 | ||||||
Miscellaneous | 29,624 | ||||||
Total expenses | 12,176,123 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (1,075,973 | ) | |||||
Expense reductions (Note 2) | (3,463 | ) | |||||
Net expenses | 11,096,687 | ||||||
Net investment income (loss) | 50,810,105 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (20,331,604 | ) | |||||
Closed futures contracts | (27,483,207 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (1,920,204 | ) | |||||
Net realized gain (loss) | (49,735,015 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (295,467,965 | ) | |||||
Open futures contracts | 15,884,754 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (3,440,981 | ) | |||||
Net unrealized gain (loss) | (283,024,192 | ) | |||||
Net realized and unrealized gain (loss) | (332,759,207 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (281,949,102 | ) |
See accompanying notes to the financial statements.
20
GMO International Growth Equity Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 50,810,105 | $ | 88,762,173 | |||||||
Net realized gain (loss) | (49,735,015 | ) | 588,918,771 | ||||||||
Change in net unrealized appreciation (depreciation) | (283,024,192 | ) | (429,914,938 | ) | |||||||
Net increase (decrease) in net assets from operations | (281,949,102 | ) | 247,766,006 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (19,442,503 | ) | (12,574,532 | ) | |||||||
Class IV | (51,296,613 | ) | (33,113,153 | ) | |||||||
Total distributions from net investment income | (70,739,116 | ) | (45,687,685 | ) | |||||||
Net realized gains | |||||||||||
Class III | (33,779,254 | ) | (165,474,422 | ) | |||||||
Class IV | (88,650,878 | ) | (436,843,880 | ) | |||||||
Total distributions from net realized gains | (122,430,132 | ) | (602,318,302 | ) | |||||||
(193,169,248 | ) | (648,005,987 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 46,596,559 | 195,928,030 | |||||||||
Class IV | 319,800,100 | (76,118,558 | ) | ||||||||
Increase (decrease) in net assets resulting from net share transactions | 366,396,659 | 119,809,472 | |||||||||
Total increase (decrease) in net assets | (108,721,691 | ) | (280,430,509 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 3,534,693,031 | 3,815,123,540 | |||||||||
End of period (including accumulated undistributed net investment income of $35,484,755 and $55,413,766, respectively) | $ | 3,425,971,340 | $ | 3,534,693,031 |
See accompanying notes to the financial statements.
21
GMO International Growth Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 27.68 | $ | 31.37 | $ | 29.90 | $ | 27.22 | $ | 23.67 | $ | 16.83 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.38 | 0.69 | 0.77 | 0.53 | 0.40 | 0.29 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (2.51 | ) | 1.28 | 4.80 | 3.57 | 3.94 | 6.81 | ||||||||||||||||||||
Total from investment operations | (2.13 | ) | 1.97 | 5.57 | 4.10 | 4.34 | 7.10 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.55 | ) | (0.40 | ) | (0.49 | ) | (0.10 | ) | (0.33 | ) | (0.26 | ) | |||||||||||||||
From net realized gains | (0.95 | ) | (5.26 | ) | (3.61 | ) | (1.32 | ) | (0.46 | ) | — | ||||||||||||||||
Total distributions | (1.50 | ) | (5.66 | ) | (4.10 | ) | (1.42 | ) | (0.79 | ) | (0.26 | ) | |||||||||||||||
Net asset value, end of period | $ | 24.05 | $ | 27.68 | $ | 31.37 | $ | 29.90 | $ | 27.22 | $ | 23.67 | |||||||||||||||
Total Return(a) | (7.89 | )%** | 5.04 | % | 19.21 | % | 15.54 | % | 18.66 | % | 42.33 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 934,024 | $ | 1,018,040 | $ | 950,332 | $ | 3,119,919 | $ | 1,653,053 | $ | 565,104 | |||||||||||||||
Net expenses to average daily net assets | 0.67 | %(b)* | 0.67 | %(b) | 0.67 | % | 0.68 | % | 0.69 | % | 0.69 | % | |||||||||||||||
Net investment income to average daily net assets | 2.80 | %* | 2.13 | % | 2.46 | % | 1.89 | % | 1.64 | % | 1.38 | % | |||||||||||||||
Portfolio turnover rate | 34 | %** | 92 | % | 74 | % | 57 | % | 52 | % | 63 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.06 | %* | 0.05 | % | 0.05 | % | 0.08 | % | 0.09 | % | 0.16 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
22
GMO International Growth Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 27.70 | $ | 31.38 | $ | 29.92 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)† | 0.39 | 0.73 | 0.20 | ||||||||||||
Net realized and unrealized gain (loss) | (2.52 | ) | 1.26 | 4.48 | |||||||||||
Total from investment operations | (2.13 | ) | 1.99 | 4.68 | |||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.55 | ) | (0.41 | ) | (0.50 | ) | |||||||||
From net realized gains | (0.95 | ) | (5.26 | ) | (2.72 | ) | |||||||||
Total distributions | (1.50 | ) | (5.67 | ) | (3.22 | ) | |||||||||
Net asset value, end of period | $ | 24.07 | $ | 27.70 | $ | 31.38 | |||||||||
Total Return(b) | (7.88 | )%** | 5.11 | % | 15.79 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 2,491,948 | $ | 2,516,653 | $ | 2,864,791 | |||||||||
Net expenses to average daily net assets | 0.60 | %(c)* | 0.61 | %(c) | 0.61 | %* | |||||||||
Net investment income to average daily net assets | 2.86 | %* | 2.24 | % | 1.01 | %* | |||||||||
Portfolio turnover rate | 34 | %** | 92 | % | 74 | %†† | |||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.06 | %* | 0.05 | % | 0.05 | %* |
(a) Period from July 12, 2006 (commencement of operations) through February 28, 2007.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
23
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO International Growth Equity Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the S&P/Citigroup Primary Market Index ("PMI") Europe, Pacific, Asia Composite ("EPAC") Growth Index. The Fund typically makes equity investments in companies from developed countries, other than the U.S.
Throughout the period ended August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different level of shareholder service fees.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange
24
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 337,416,707 | $ | 4,434,581 | |||||||
Level 2 - Other Significant Observable Inputs | 3,035,211,556 | 12,438,318 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 3,372,628,263 | $ | 16,872,899 |
* Other financial instruments include foreign currency, forward currency contracts and futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (5,425,307 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (2,988,025 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (8,413,332 | ) |
** Other financial instruments include forward currency contracts and futures contracts.
25
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities.
26
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
27
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the
28
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. As of August 31, 2008, the Fund had loaned securities valued by the Fund at $10,314,257, collateralized by cash in the amount of $10,868,000, which was invested in the Bank of New York Mellon Institutional Cash Reserves Fund.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
29
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 3,528,497,903 | $ | 198,250,157 | $ | (354,119,797 | ) | $ | (155,869,640 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances
30
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
Effective June 30, 2008, GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.50% of average daily net assets. For the period from March 1, 2008 through June 29, 2008, the management fee rate was 0.52% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.09% for Class IV shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.50% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with
31
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fee paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $17,410 and $10,028, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $1,355,114,540 and $1,146,970,224, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 41.76% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, less than 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 96.37% of the Fund's shares were held by accounts for which the Manager has investment discretion.
32
GMO International Growth Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 5,055,920 | $ | 134,432,270 | 6,367,909 | $ | 201,027,055 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,990,138 | 49,435,033 | 5,685,508 | 173,931,678 | |||||||||||||||
Shares repurchased | (4,984,026 | ) | (137,270,744 | ) | (5,568,633 | ) | (179,030,703 | ) | |||||||||||
Net increase (decrease) | 2,062,032 | $ | 46,596,559 | 6,484,784 | $ | 195,928,030 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 17,769,634 | $ | 466,519,706 | 20,701,601 | $ | 636,413,259 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 5,602,881 | 139,287,622 | 15,300,242 | 469,510,148 | |||||||||||||||
Shares repurchased | (10,699,574 | ) | (286,007,228 | ) | (36,433,738 | ) | (1,182,041,965 | ) | |||||||||||
Net increase (decrease) | 12,672,941 | $ | 319,800,100 | (431,895 | ) | $ | (76,118,558 | ) |
33
GMO International Growth Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the ove rall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement, including the fact that the fees payable under the agreement were being reduced in connection with the renewal of the agreement. The Trustees considered information prepared by
34
GMO International Growth Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within th e context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered
35
GMO International Growth Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
36
GMO International Growth Equity Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.67 | % | $ | 1,000.00 | $ | 921.10 | $ | 3.24 | |||||||||||
2) Hypothetical | 0.67 | % | $ | 1,000.00 | $ | 1,021.83 | $ | 3.41 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.60 | % | $ | 1,000.00 | $ | 921.20 | $ | 2.91 | |||||||||||
2) Hypothetical | 0.60 | % | $ | 1,000.00 | $ | 1,022.18 | $ | 3.06 |
* Expenses are calculated using each Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
37
GMO International Small Companies Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO International Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 93.7 | % | |||||
Short-Term Investments | 4.7 | ||||||
Preferred Stocks | 0.4 | ||||||
Futures | 0.1 | ||||||
Forward Currency Contracts | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Other | 1.1 | ||||||
100.0 | % | ||||||
Country Summary | % of Equity Investments | ||||||
Japan | 29.1 | % | |||||
United Kingdom | 18.2 | ||||||
Germany | 8.0 | ||||||
Canada | 7.4 | ||||||
Australia | 6.3 | ||||||
France | 5.4 | ||||||
Sweden | 4.6 | ||||||
Netherlands | 3.7 | ||||||
Singapore | 3.2 | ||||||
Switzerland | 2.7 | ||||||
Italy | 2.6 | ||||||
Belgium | 2.1 | ||||||
Ireland | 1.4 | ||||||
Finland | 1.1 | ||||||
Hong Kong | 1.1 | ||||||
Greece | 1.0 | ||||||
Norway | 0.7 | ||||||
Austria | 0.5 | ||||||
New Zealand | 0.4 | ||||||
Portugal | 0.4 | ||||||
Spain | 0.1 | ||||||
India | 0.0 | ||||||
100.0 | % |
1
GMO International Small Companies Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary | % of Equity Investments | ||||||
Industrials | 22.0 | % | |||||
Consumer Discretionary | 17.4 | ||||||
Financials | 13.2 | ||||||
Materials | 11.3 | ||||||
Energy | 9.8 | ||||||
Information Technology | 9.3 | ||||||
Health Care | 7.4 | ||||||
Consumer Staples | 6.7 | ||||||
Utilities | 2.2 | ||||||
Telecommunication Services | 0.7 | ||||||
100.0 | % |
2
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
COMMON STOCKS — 93.7% | |||||||||||
Australia — 5.9% | |||||||||||
105,109 | Aquarius Platinum Ltd | 958,784 | |||||||||
251,627 | Boral Ltd | 1,382,473 | |||||||||
98,399 | Cabcharge Australia Ltd | 581,200 | |||||||||
335,554 | Centennial Coal Co Ltd | 1,634,389 | |||||||||
31,614 | Cochlear Ltd | 1,483,252 | |||||||||
1,687,677 | Commonwealth Property Office Fund | 2,006,574 | |||||||||
939,440 | CSR Ltd | 2,131,859 | |||||||||
464,953 | Downer Edi Ltd | 2,941,552 | |||||||||
70,552 | Flight Centre Ltd | 1,148,587 | |||||||||
349,915 | Gunns Ltd | 503,291 | |||||||||
27,052 | Incitec Pivot Ltd | 3,680,237 | |||||||||
839,394 | ING Industrial Fund Unit | 1,142,448 | |||||||||
863,144 | ING Office Fund | 1,061,595 | |||||||||
89,779 | MacArthur Coal Ltd | 1,025,656 | |||||||||
527,939 | Macmahon Holdings Ltd | 789,856 | |||||||||
857,701 | Macquarie CountryWide Trust | 760,371 | |||||||||
2,079,135 | Macquarie DDR Trust | 618,803 | |||||||||
3,045,429 | Macquarie Office Trust | 2,698,009 | |||||||||
333,680 | MFS Ltd | 283,666 | |||||||||
727,762 | Mount Gibson Iron Ltd * | 1,489,519 | |||||||||
1,105,714 | Pan Australian Resources Ltd * | 817,404 | |||||||||
881,996 | PaperlinX Ltd | 1,466,268 | |||||||||
293,109 | Queensland Gas Co Ltd * | 1,060,507 | |||||||||
48,922 | Sims Group Ltd | 1,434,102 | |||||||||
564,516 | Tishman Speyer Office Fund | 538,072 | |||||||||
164,194 | West Australian Newspapers Holdings Ltd | 1,275,567 | |||||||||
Total Australia | 34,914,041 | ||||||||||
Austria — 0.5% | |||||||||||
16,762 | Flughafen Wien AG | 1,359,573 | |||||||||
19,232 | Mayr-Melnhof Karton AG (Bearer) | 1,514,761 | |||||||||
Total Austria | 2,874,334 |
See accompanying notes to the financial statements.
3
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Belgium — 2.0% | |||||||||||
12,157 | Bekaert NV | 2,119,973 | |||||||||
6,886 | Cofinimmo SA | 1,246,968 | |||||||||
81,888 | Euronav SA | 3,464,154 | |||||||||
14,703 | EVS Broadcast Equipment SA | 1,270,620 | |||||||||
30,361 | GIMV NV | 1,845,137 | |||||||||
30,081 | Tessenderlo Chemie | 1,663,325 | |||||||||
Total Belgium | 11,610,177 | ||||||||||
Canada — 7.0% | |||||||||||
100,100 | Ace Aviation Holdings Inc Class A * | 1,038,898 | |||||||||
98,900 | Advantage Energy Income Fund | 1,129,833 | |||||||||
73,300 | Baytex Trust | 2,243,596 | |||||||||
105,300 | Biovail Corp | 1,150,386 | |||||||||
200,500 | CGI Group Inc * | 2,188,543 | |||||||||
69,400 | Crescent Point Energy Trust | 2,564,754 | |||||||||
130,900 | Daylight Resources Trust | 1,602,656 | |||||||||
30,800 | Dorel Industries Inc Class B | 980,158 | |||||||||
96,500 | Fairborne Energy Ltd | 1,234,197 | |||||||||
99,600 | Gerdau Ameristeel Corp | 1,407,045 | |||||||||
110,800 | Hudbay Minerals Inc * | 1,120,731 | |||||||||
92,100 | Kingsway Financial Services Inc | 815,351 | |||||||||
50,200 | Laurentian Bank of Canada | 1,900,584 | |||||||||
55,000 | Linamar Corp | 611,744 | |||||||||
103,400 | Methanex Corp | 2,627,361 | |||||||||
229,400 | Northgate Minerals Corp * | 356,480 | |||||||||
38,200 | Open Text Corp * | 1,358,118 | |||||||||
46,100 | Petrobank Energy and Resources Ltd * | 2,036,250 | |||||||||
30,671 | Quebecor Inc Class B | 818,336 | |||||||||
157,200 | RONA Inc * | 1,998,681 | |||||||||
81,900 | Rothmans Inc | 2,298,568 | |||||||||
77,700 | Russel Metals Inc | 2,247,285 | |||||||||
69,700 | Torstar Corp Class B | 1,004,342 | |||||||||
102,900 | Transcontinental Inc | 1,599,030 | |||||||||
49,100 | Trican Well Service Ltd | 991,433 |
See accompanying notes to the financial statements.
4
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Canada — continued | |||||||||||
114,500 | Trinidad Drilling Ltd | 1,380,298 | |||||||||
109,200 | TriStar Oil & Gas Ltd * | 2,189,554 | |||||||||
Total Canada | 40,894,212 | ||||||||||
Finland — 1.0% | |||||||||||
93,502 | Amer Sports Oyj Class A | 1,259,075 | |||||||||
128,771 | OKO Bank | 2,078,219 | |||||||||
45,400 | Orion Oyj | 854,530 | |||||||||
93,233 | Tietoenator Oyj | 1,830,548 | |||||||||
Total Finland | 6,022,372 | ||||||||||
France — 5.1% | |||||||||||
2,145 | Areva | 2,164,108 | |||||||||
7,903 | BIC SA | 476,807 | |||||||||
19,288 | bioMerieux | 2,098,217 | |||||||||
5,947 | Bollore | 1,056,248 | |||||||||
4,957 | Casino Guichard-Perrachon SA | 485,755 | |||||||||
13,663 | Ciments Francais | 1,883,086 | |||||||||
11,203 | Fonciere des Regions | 1,277,291 | |||||||||
70,723 | Gemalto NV * | 3,022,805 | |||||||||
22,275 | Groupe Steria SCA | 598,481 | |||||||||
28,974 | IMS International Metal Service | 653,254 | |||||||||
25,175 | Ipsen SA | 1,363,673 | |||||||||
105,112 | Maurel et Prom | 2,172,742 | |||||||||
18,671 | Nexans SA | 2,352,753 | |||||||||
24,728 | Rallye SA | 1,123,241 | |||||||||
44,131 | Recyclex SA * | 480,796 | |||||||||
46,176 | UbiSoft Entertainment SA * | 4,307,285 | |||||||||
32,128 | Valeo SA | 1,145,553 | |||||||||
7,075 | Vilmorin & Cie | 1,077,667 | |||||||||
9,490 | Wendel Investissement | 1,046,337 | |||||||||
24,706 | Zodiac SA | 1,238,852 | |||||||||
Total France | 30,024,951 |
See accompanying notes to the financial statements.
5
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Germany — 7.1% | |||||||||||
169,465 | Aixtron AG | 1,771,447 | |||||||||
129,703 | Altana AG | 2,067,191 | |||||||||
104,029 | Arques Industries AG * | 1,400,051 | |||||||||
18,981 | Bechtle AG | 567,656 | |||||||||
37,362 | ElringKlinger AG | 859,424 | |||||||||
69,377 | Gildemeister AG | 1,660,268 | |||||||||
91,813 | Hannover Rueckversicherungs AG (Registered) | 3,894,590 | |||||||||
55,694 | Heidelberger Druckmaschinen | 1,135,287 | |||||||||
92,725 | IKB Deutsche Industriebank AG * | 319,635 | |||||||||
9,236 | K&S AG | 1,107,267 | |||||||||
33,832 | Kloeckner & Co AG | 1,335,432 | |||||||||
15,021 | Leonische Drahtwerke AG | 667,300 | |||||||||
61,030 | Medion AG | 1,055,813 | |||||||||
132,109 | Norddeutsche Affinerie AG | 6,087,685 | |||||||||
3,017 | Puma AG Rudolf Dassler Sport | 948,931 | |||||||||
160,057 | Qiagen NV * | 3,385,138 | |||||||||
81,803 | Rhoen-Klinikum AG | 2,732,247 | |||||||||
66,631 | SGL Carbon AG * | 3,988,104 | |||||||||
28,282 | Stada Arzneimittel AG | 1,546,411 | |||||||||
186,560 | Suedzucker AG | 3,162,220 | |||||||||
16,098 | Vossloh AG | 2,089,068 | |||||||||
Total Germany | 41,781,165 | ||||||||||
Greece — 0.9% | |||||||||||
454,502 | Alapis Holding Industrial & Commercial SA | 1,133,921 | |||||||||
28,671 | Babis Vovos International * | 826,237 | |||||||||
74,742 | Hellenic Exchanges SA | 882,158 | |||||||||
142,559 | Hellenic Technodomiki Tev SA | 1,398,192 | |||||||||
64,743 | Intralot SA | 812,564 | |||||||||
190,551 | Technical Olympic SA * | 167,729 | |||||||||
Total Greece | 5,220,801 |
See accompanying notes to the financial statements.
6
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Hong Kong — 1.1% | |||||||||||
88,000 | Asia Satellite Telecommunications Holdings Ltd | 124,752 | |||||||||
201,600 | Dah Sing Financial Services | 1,235,302 | |||||||||
1,199,200 | HKR International Ltd | 569,745 | |||||||||
1,807,000 | Pacific Basin Shipping Ltd | 2,449,681 | |||||||||
615,000 | Sun Hung Kai & Co Ltd | 464,769 | |||||||||
242,000 | VTech Holdings Ltd | 1,443,963 | |||||||||
Total Hong Kong | 6,288,212 | ||||||||||
India — 0.0% | |||||||||||
5,500 | Bajaj Auto Ltd * | 73,634 | |||||||||
5,500 | Bajaj Financial Service Ltd | 67,262 | |||||||||
Total India | 140,896 | ||||||||||
Ireland — 1.3% | |||||||||||
199,914 | DCC Plc | 4,835,810 | |||||||||
809,872 | Fyffes Plc | 415,724 | |||||||||
354,416 | Grafton Group Plc * | 1,986,090 | |||||||||
752,380 | Total Produce Ltd | 605,423 | |||||||||
Total Ireland | 7,843,047 | ||||||||||
Italy — 2.5% | |||||||||||
142,687 | Benetton Group SPA | 1,496,597 | |||||||||
1,400,808 | Beni Stabili SPA | 1,517,864 | |||||||||
177,554 | Bulgari SPA | 1,815,810 | |||||||||
65,697 | Buzzi Unicem SPA | 1,300,688 | |||||||||
305,053 | Cementir SPA | 1,805,283 | |||||||||
64,019 | ERG SPA | 1,299,934 | |||||||||
9,208 | Italmobiliare SPA | 663,915 | |||||||||
40,172 | Italmobiliare SPA-RNC | 2,112,236 | |||||||||
341,277 | Milano Assicurazioni SPA | 1,738,528 | |||||||||
42,238 | Pirelli & Co Real Estate SPA | 823,122 | |||||||||
Total Italy | 14,573,977 |
See accompanying notes to the financial statements.
7
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Japan — 27.4% | |||||||||||
136,200 | Aderans Co Ltd | 2,162,077 | |||||||||
212,100 | Alps Electric Co Ltd | 1,916,962 | |||||||||
247,800 | AOC Holdings Inc | 2,573,963 | |||||||||
4,034 | Asset Managers Holdings Co Ltd * | 584,876 | |||||||||
55,400 | Autobacs Seven Co Ltd | 1,539,527 | |||||||||
63,900 | Avex Group Holding Inc | 657,434 | |||||||||
317,000 | Calsonic Kansei Corp | 1,053,963 | |||||||||
44,800 | Capcom | 1,369,502 | |||||||||
724,000 | Central Glass Co Ltd | 2,821,900 | |||||||||
64,400 | Chiba Kogyo Bank Ltd * | 774,262 | |||||||||
188,000 | COMSYS Holdings Corp | 1,665,013 | |||||||||
1,324 | Creed Corp | 1,241,416 | |||||||||
1,723 | CyberAgent Inc | 1,646,330 | |||||||||
432,150 | Daiei Inc * | 3,416,202 | |||||||||
45,000 | Daiichikosho Co Ltd | 462,689 | |||||||||
1,177,000 | Daikyo Inc | 1,662,158 | |||||||||
202,000 | Daio Paper Corp | 1,742,047 | |||||||||
52,800 | Daiseki Co Ltd | 1,708,770 | |||||||||
376 | DeNa Co Ltd | 1,834,460 | |||||||||
133,400 | Don Quijote Co Ltd | 2,341,460 | |||||||||
274,600 | Edion Corp | 2,160,225 | |||||||||
82,600 | Foster Electric Co Ltd | 1,624,201 | |||||||||
172,800 | Fuji Oil Co Ltd | 1,851,929 | |||||||||
42,800 | Futaba Industrial Co Ltd | 688,631 | |||||||||
40,800 | GLORY Ltd | 870,418 | |||||||||
278,100 | GMO internet Inc * | 1,230,235 | |||||||||
718,000 | Godo Steel | 2,146,810 | |||||||||
66,280 | Goldcrest Co Ltd | 1,085,605 | |||||||||
396 | Gourmet Navigator Inc | 1,005,788 | |||||||||
521,000 | GS Yuasa Corp | 2,664,121 | |||||||||
36,780 | Gulliver International Co Ltd | 720,383 | |||||||||
57,100 | H.I.S. Co Ltd | 703,661 | |||||||||
756,000 | Hanwa Co Ltd | 3,380,871 | |||||||||
428,400 | Haseko Corp | 434,819 |
See accompanying notes to the financial statements.
8
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Japan — continued | |||||||||||
80,400 | Hisamitsu Pharmaceutical Co Inc | 3,571,084 | |||||||||
101,100 | Hitachi Capital Corp | 1,530,820 | |||||||||
118,400 | Hosiden Corp | 1,969,952 | |||||||||
705,000 | Ishihara Sangyo Kaisha Ltd * | 1,177,063 | |||||||||
625,000 | Iwatani International Corp (a) | 1,705,818 | |||||||||
257,000 | JACCS Co Ltd * | 626,610 | |||||||||
366,600 | Joint Corp | 641,646 | |||||||||
87,400 | Kaga Electronics Co Ltd | 1,081,384 | |||||||||
712 | Kakaku.com Inc | 2,068,058 | |||||||||
150,000 | Kamigumi Co Ltd | 1,157,735 | |||||||||
252,000 | Kayaba Industry Co | 920,457 | |||||||||
2,205 | Kenedix Inc | 1,255,922 | |||||||||
3,530 | KK DaVinci Advisors * | 1,143,260 | |||||||||
24,000 | Kobayashi Pharmaceutical Co Ltd | 813,329 | |||||||||
140,200 | Kohnan Shoji Co Ltd | 1,880,150 | |||||||||
123,000 | Koito Manufacturing Co Ltd | 1,480,378 | |||||||||
123,400 | Kojima Co Ltd (a) | 584,871 | |||||||||
339,000 | Kurabo Industries Ltd | 574,453 | |||||||||
358,000 | Kyokuyo Co Ltd | 652,280 | |||||||||
149,000 | Kyudenko Corp | 967,216 | |||||||||
1,587,525 | Maruha Group Inc | 2,914,108 | |||||||||
156,000 | Meiji Dairies Corp | 890,824 | |||||||||
111,500 | Miraca Holdings Inc | 2,486,838 | |||||||||
410,000 | Mizuho Investors Securities | 427,254 | |||||||||
192,000 | Nagase & Co | 1,818,201 | |||||||||
128,000 | Nidec Sankyo Corp | 680,008 | |||||||||
59,500 | Nihon Kohden Corp | 1,297,323 | |||||||||
115,000 | Nihon Nohyaku Co Ltd | 1,043,264 | |||||||||
87,800 | Nihon Unisys Ltd | 1,371,737 | |||||||||
111,000 | Nikkiso Co Ltd | 681,749 | |||||||||
191,000 | Nippon Corp | 1,013,701 | |||||||||
222,000 | Nippon Denko Co Ltd | 1,910,532 | |||||||||
292,000 | Nippon Flour Mills Co Ltd | 1,395,890 | |||||||||
722,000 | Nippon Light Metal | 1,089,341 |
See accompanying notes to the financial statements.
9
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Japan — continued | |||||||||||
158,000 | Nippon Synthetic Chemical Industry Co Ltd | 614,765 | |||||||||
109,400 | Nippon System Development Co Ltd | 1,209,661 | |||||||||
118,500 | Nippon Yakin Koguo Co Ltd | 583,436 | |||||||||
84,000 | Nipro Corp | 1,533,074 | |||||||||
471,000 | Nissan Shatai Co Ltd | 3,506,798 | |||||||||
42,800 | Nissha Printing Co Ltd | 2,311,520 | |||||||||
82,400 | Nissin Kogyo Co Ltd | 1,471,625 | |||||||||
233,000 | Ogaki Kyoritsu Bank Ltd | 1,196,165 | |||||||||
260,000 | Okasan Securities Co Ltd | 1,288,672 | |||||||||
33,000 | Okinawa Electric Power Co | 1,753,511 | |||||||||
320 | Osaka Securities Exchange Co Ltd | 1,136,641 | |||||||||
4,152 | Pacific Holdings Co * | 492,346 | |||||||||
263,000 | Pacific Metals Co Ltd | 1,683,086 | |||||||||
55,240 | Point Inc | 1,847,025 | |||||||||
124,900 | Q.P. Corp | 1,182,308 | |||||||||
1,916 | Round One Corp | 1,571,101 | |||||||||
266,000 | Ryobi Ltd | 878,024 | |||||||||
53,700 | Ryohin Keikaku Co Ltd | 2,881,467 | |||||||||
79,300 | Ryosan Co | 1,703,726 | |||||||||
428,000 | Sanken Electric Co Ltd | 2,203,639 | |||||||||
106,000 | Sanki Engineering | 777,170 | |||||||||
550,000 | Sankyo-Tateyama Holdings Inc | 610,434 | |||||||||
184,000 | Sankyu Inc | 870,888 | |||||||||
30,700 | Sawai Pharmaceuticals Co Ltd | 1,354,643 | |||||||||
141,000 | Seino Holdings Co Ltd | 824,432 | |||||||||
38,100 | Shima Seiki Manufacturing Ltd | 886,567 | |||||||||
73,800 | Shimachu Co | 1,774,587 | |||||||||
98,500 | Shinko Plantech Co Ltd | 1,000,419 | |||||||||
281,500 | Showa Corp | 2,002,253 | |||||||||
210 | So-net Entertainment Corp | 595,435 | |||||||||
39,900 | Sugi Pharmacy Co Ltd | 1,149,462 | |||||||||
910,000 | Sumitomo Light Metal Industry | 974,752 | |||||||||
267,000 | Taihei Kogyo Co Ltd | 872,779 | |||||||||
592,000 | TOA Corp * | 690,183 |
See accompanying notes to the financial statements.
10
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Japan — continued | |||||||||||
197,000 | Toho Gas Co Ltd | 1,108,562 | |||||||||
117,800 | Tokyo Steel Manufacturing Co | 1,243,764 | |||||||||
567,000 | Topy Industries Ltd | 1,607,744 | |||||||||
79,000 | Toshiba Plant Systems & Services Corp | 716,732 | |||||||||
137,000 | Toyo Engineering Corp | 714,131 | |||||||||
51,000 | Toyo Suisan Kaisha Ltd | 1,271,846 | |||||||||
463,000 | Toyo Tire & Rubber Co Ltd | 1,195,710 | |||||||||
96,500 | Tsumura & Co | 2,689,887 | |||||||||
114,000 | Uchida Yoko Co Ltd | 432,567 | |||||||||
320,000 | Uniden Corp | 1,391,271 | |||||||||
39,700 | Union Tool Co | 955,473 | |||||||||
938,000 | Unitika Ltd | 853,455 | |||||||||
932 | Works Applications Co Ltd | 1,053,582 | |||||||||
58,200 | Xebio Co Ltd | 1,072,271 | |||||||||
131,000 | Yokohama Rubber Co | 685,383 | |||||||||
Total Japan | 160,990,936 | ||||||||||
Netherlands — 3.4% | |||||||||||
103,668 | Boskalis Westminster | 6,123,216 | |||||||||
70,649 | CSM | 1,892,030 | |||||||||
29,753 | Koninklijke Vopak NV | 1,751,836 | |||||||||
114,136 | OCE NV | 1,108,223 | |||||||||
64,476 | OPG Groep NV | 1,077,829 | |||||||||
33,270 | Smit International NV | 2,563,529 | |||||||||
76,817 | SNS Reaal | 1,276,489 | |||||||||
26,205 | Vastned NV | 2,033,978 | |||||||||
22,048 | Wereldhave NV | 2,458,916 | |||||||||
Total Netherlands | 20,286,046 | ||||||||||
New Zealand — 0.4% | |||||||||||
941,323 | Fisher & Paykel Healthcare Corp Ltd | 2,069,868 | |||||||||
Norway — 0.6% | |||||||||||
62,780 | Frontline Ltd | 3,755,824 |
See accompanying notes to the financial statements.
11
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Portugal — 0.4% | |||||||||||
179,749 | Jeronimo Martins SGPS SA | 1,539,775 | |||||||||
140,175 | Redes Energeticas Nacionais SA | 629,085 | |||||||||
Total Portugal | 2,168,860 | ||||||||||
Singapore — 3.0% | |||||||||||
617,000 | Ezra Holdings Ltd | 781,172 | |||||||||
818,000 | Indofood Agri Resources Ltd * | 630,767 | |||||||||
648,000 | Kim Eng Holdings Ltd | 582,951 | |||||||||
718,000 | KS Energy Services Ltd | 832,435 | |||||||||
862,000 | MobileOne Ltd | 1,162,169 | |||||||||
863,100 | Pacific Century Region Developments Ltd | 179,131 | |||||||||
1,659,000 | Raffles Education Corp Ltd | 975,111 | |||||||||
511,000 | Singapore Airport Terminal Services Ltd | 573,403 | |||||||||
914,000 | Singapore Petroleum Co | 3,434,055 | |||||||||
2,206,000 | Singapore Post Ltd | 1,581,663 | |||||||||
1,477,000 | SMRT Corp Ltd | 1,909,713 | |||||||||
1,080,000 | Straits Asia Resources Ltd | 1,921,677 | |||||||||
610,000 | Tat Hong Holdings Ltd | 534,947 | |||||||||
584,000 | United Overseas Land | 1,180,735 | |||||||||
156,000 | Venture Corp Ltd | 1,095,682 | |||||||||
505,000 | Wheelock Properties Ltd | 464,926 | |||||||||
Total Singapore | 17,840,537 | ||||||||||
Spain — 0.1% | |||||||||||
13,640 | Corp Financiera Alba | 717,387 | |||||||||
Sweden — 4.3% | |||||||||||
79,200 | Axfood AB | 2,487,760 | |||||||||
79,500 | Boliden AB | 500,833 | |||||||||
63,100 | D Carnegie AB | 790,333 | |||||||||
102,700 | Electrolux AB Series B | 1,317,675 | |||||||||
72,200 | Elekta AB Class B Shares | 1,532,541 | |||||||||
108,200 | Fabege AB | 778,026 | |||||||||
69,755 | Getinge AB | 1,589,328 |
See accompanying notes to the financial statements.
12
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Sweden — continued | |||||||||||
170,217 | Kinnevik Investment AB Class B | 2,525,026 | |||||||||
303,400 | Kungsleden AB | 2,341,166 | |||||||||
125,700 | NCC Class B | 1,644,367 | |||||||||
29,900 | Oriflame Cosmetics SA SDR | 1,728,456 | |||||||||
56,900 | Ratos AB Series B | 1,552,645 | |||||||||
107,000 | Trelleborg AB Class B | 1,854,751 | |||||||||
86,675 | Vostok Gas Ltd * | 4,610,325 | |||||||||
Total Sweden | 25,253,232 | ||||||||||
Switzerland — 2.6% | |||||||||||
30,349 | Actelion Ltd * | 1,742,071 | |||||||||
20,232 | Aryzta AG * | 1,052,803 | |||||||||
11,014 | Bucher Industries AG | 2,258,205 | |||||||||
2,486 | Burckhardt Compression Holding AG | 638,018 | |||||||||
107,239 | Ciba Holding AG | 2,641,392 | |||||||||
136,688 | Clariant AG * | 1,227,616 | |||||||||
6,679 | Galenica AG | 2,644,980 | |||||||||
28,866 | PSP Swiss Property AG (Registered) * | 1,748,273 | |||||||||
6,320 | Swiss Steel AG (Registered) | 351,772 | |||||||||
4,223 | Verwaltungs & Private Bank | 820,723 | |||||||||
Total Switzerland | 15,125,853 | ||||||||||
United Kingdom — 17.1% | |||||||||||
49,647 | Admiral Group Plc | 876,700 | |||||||||
376,525 | Aggreko Plc | 4,933,405 | |||||||||
440,543 | Amlin Plc | 2,323,768 | |||||||||
718,309 | Aricom Plc * | 605,976 | |||||||||
647,530 | ARM Holdings Plc | 1,307,946 | |||||||||
85,357 | Arriva Plc | 1,231,347 | |||||||||
78,192 | Aveva Group Plc | 2,086,388 | |||||||||
520,645 | BBA Aviation Plc | 1,258,545 | |||||||||
316,345 | Brit Insurance Holdings Plc | 1,113,914 | |||||||||
45,222 | British Energy Group Plc | 603,904 | |||||||||
32,872 | Cairn Energy Plc * | 1,778,477 |
See accompanying notes to the financial statements.
13
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
United Kingdom — continued | |||||||||||
301,039 | Chloride Group Plc | 1,370,281 | |||||||||
146,485 | Close Brothers Group Plc | 1,678,569 | |||||||||
162,134 | Dairy Crest Group Plc | 1,381,204 | |||||||||
94,895 | Dana Petroleum Plc (Ordinary Shares) * | 2,597,942 | |||||||||
179,152 | De La Rue Plc | 2,866,542 | |||||||||
3,137,460 | Dimension Data Holdings Plc | 3,015,691 | |||||||||
449,134 | Drax Group Plc | 6,091,976 | |||||||||
2,730,117 | DSG International Plc | 2,452,963 | |||||||||
728,643 | Electrocomponents Plc | 2,289,829 | |||||||||
184,225 | Ferrexpo Plc | 857,200 | |||||||||
462,729 | Game Group Plc | 2,270,832 | |||||||||
112,527 | Greene King Plc | 1,095,873 | |||||||||
1,353,403 | HMV Group Plc | 3,255,027 | |||||||||
183,075 | Inchcape Plc | 859,458 | |||||||||
294,848 | Inmarsat Plc | 2,744,558 | |||||||||
848,530 | Johnston Press Plc | 723,721 | |||||||||
792,098 | Kesa Electricals Plc | 2,326,228 | |||||||||
108,357 | Ladbrokes Plc | 445,365 | |||||||||
243,456 | LG Group Holdings Plc | 1,531,631 | |||||||||
101,471 | Luminar Group Holdings Plc | 441,182 | |||||||||
203,238 | Melrose Plc | 598,017 | |||||||||
251,860 | Misys Plc | 767,207 | |||||||||
62,090 | National Express Group Plc | 1,172,722 | |||||||||
1,456,273 | Northern Foods Plc | 1,724,938 | |||||||||
174,900 | PartyGaming Plc * | 663,298 | |||||||||
184,346 | Pennon Group Plc | 2,055,762 | |||||||||
260,968 | Petrofac Ltd | 3,095,321 | |||||||||
58,281 | Premier Oil Plc * | 1,333,185 | |||||||||
92,959 | Provident Financial Plc | 1,534,661 | |||||||||
29,548 | Randgold Resources Ltd | 1,310,194 | |||||||||
38,882 | Rotork Plc | 775,051 | |||||||||
4,578,290 | Signet Group Plc | 5,226,809 | |||||||||
253,216 | Smith News Plc | 370,645 | |||||||||
115,509 | SSL International Plc | 994,917 |
See accompanying notes to the financial statements.
14
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
United Kingdom — continued | |||||||||||
302,193 | Stagecoach Group Plc | 1,754,300 | |||||||||
275,359 | Taylor Nelson Sofres Plc | 1,373,002 | |||||||||
194,994 | TDG Plc | 876,314 | |||||||||
636,816 | Tomkins Plc | 1,720,219 | |||||||||
259,992 | Travis Perkins Plc | 3,166,208 | |||||||||
1,200,025 | Trinity Mirror Plc | 2,344,307 | |||||||||
79,696 | VT Group Plc | 894,625 | |||||||||
72,592 | Weir Group Plc (The) | 1,217,410 | |||||||||
222,603 | WH Smith Plc | 1,555,648 | |||||||||
172,621 | William Hill Plc | 888,008 | |||||||||
299,138 | Wood Group (John) Plc | 2,593,860 | |||||||||
3,073,669 | Woolworths Group Plc | 405,645 | |||||||||
972,982 | Yell Group Plc | 1,906,975 | |||||||||
Total United Kingdom | 100,735,690 | ||||||||||
TOTAL COMMON STOCKS (COST $636,695,921) | 551,132,418 | ||||||||||
PREFERRED STOCKS — 0.4% | |||||||||||
Germany — 0.4% | |||||||||||
14,778 | Draegerwerk AG 1.22% | 938,137 | |||||||||
34,859 | Hugo Boss AG 6.06% | 1,220,612 | |||||||||
Total Germany | 2,158,749 | ||||||||||
TOTAL PREFERRED STOCKS (COST $2,084,634) | 2,158,749 | ||||||||||
RIGHTS AND WARRANTS — 0.0% | |||||||||||
Singapore — 0.0% | |||||||||||
61,000 | Tat Hong Holdings Ltd Warrants, Expires 08/02/13 * | 6,242 | |||||||||
TOTAL RIGHTS AND WARRANTS (COST $0) | 6,242 |
See accompanying notes to the financial statements.
15
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
SHORT-TERM INVESTMENTS — 4.7% | |||||||||||
508,191 | Bank of New York Mellon Institutional Cash Reserves Fund (b) | 508,191 | |||||||||
27,500,000 | ING Bank Time Deposit, 2.08%, due 09/02/08 | 27,500,000 | |||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $28,008,191) | 28,008,191 | ||||||||||
TOTAL INVESTMENTS — 98.8% (Cost $666,788,746) | 581,305,600 | ||||||||||
Other Assets and Liabilities (net) — 1.2% | 6,823,130 | ||||||||||
TOTAL NET ASSETS — 100.0% | $ | 588,128,730 |
See accompanying notes to the financial statements.
16
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | AUD | 1,579,925 | $ | 1,343,790 | $ | (47,021 | ) | ||||||||||||
11/21/08 | CHF | 12,715,182 | 11,556,315 | (26,655 | ) | ||||||||||||||
11/21/08 | CHF | 12,341,206 | 11,216,423 | (22,472 | ) | ||||||||||||||
11/21/08 | CHF | 16,412,337 | 14,916,509 | (160,064 | ) | ||||||||||||||
11/21/08 | CHF | 8,371,035 | 7,608,096 | (246,641 | ) | ||||||||||||||
11/21/08 | CHF | 814,226 | 740,017 | (14,807 | ) | ||||||||||||||
11/21/08 | DKK | 2,575,027 | 504,294 | (24,839 | ) | ||||||||||||||
11/21/08 | DKK | 2,575,026 | 504,294 | (21,764 | ) | ||||||||||||||
11/21/08 | EUR | 1,446,000 | 2,112,440 | (4,823 | ) | ||||||||||||||
11/21/08 | GBP | 747,000 | 1,353,841 | (5,101 | ) | ||||||||||||||
11/21/08 | JPY | 968,443,471 | 8,939,401 | 109,280 | |||||||||||||||
11/21/08 | JPY | 997,790,243 | 9,210,292 | 113,504 | |||||||||||||||
11/21/08 | JPY | 968,443,471 | 8,939,401 | 106,703 | |||||||||||||||
11/21/08 | JPY | 313,718,000 | 2,895,834 | 17,819 | |||||||||||||||
11/21/08 | NOK | 4,291,272 | 785,097 | (9,385 | ) | ||||||||||||||
11/21/08 | NZD | 2,101,774 | 1,454,051 | (25,262 | ) | ||||||||||||||
11/21/08 | SEK | 34,753,676 | 5,361,533 | (80,243 | ) | ||||||||||||||
11/21/08 | SEK | 35,806,818 | 5,524,004 | (73,698 | ) | ||||||||||||||
11/21/08 | SEK | 34,753,676 | 5,361,533 | (72,635 | ) | ||||||||||||||
11/21/08 | SGD | 4,464,069 | 3,160,808 | (11,160 | ) | ||||||||||||||
11/21/08 | SGD | 4,464,069 | 3,160,808 | (8,829 | ) | ||||||||||||||
11/21/08 | SGD | 4,599,344 | 3,256,590 | (10,222 | ) | ||||||||||||||
$ | 109,905,371 | $ | (518,315 | ) |
See accompanying notes to the financial statements.
17
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Currency Contracts — continued
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 9,973,320 | $ | 8,482,711 | $ | 127,027 | |||||||||||||
11/21/08 | AUD | 9,679,987 | 8,233,219 | 119,932 | |||||||||||||||
11/21/08 | AUD | 9,679,987 | 8,233,219 | 92,421 | |||||||||||||||
11/21/08 | CAD | 7,268,323 | 6,839,391 | 13,380 | |||||||||||||||
11/21/08 | CAD | 7,488,575 | 7,046,645 | (2,148 | ) | ||||||||||||||
11/21/08 | CAD | 7,268,323 | 6,839,391 | 20,236 | |||||||||||||||
11/21/08 | DKK | 2,575,027 | 504,294 | 633 | |||||||||||||||
11/21/08 | DKK | 2,575,026 | 504,294 | 763 | |||||||||||||||
11/21/08 | EUR | 2,204,769 | 3,220,915 | 9,872 | |||||||||||||||
11/21/08 | EUR | 2,139,923 | 3,126,182 | 6,408 | |||||||||||||||
11/21/08 | EUR | 2,139,923 | 3,126,182 | 3,184 | |||||||||||||||
11/21/08 | GBP | 2,353,696 | 4,265,770 | 97,817 | |||||||||||||||
11/21/08 | GBP | 2,353,696 | 4,265,770 | 96,064 | |||||||||||||||
11/21/08 | GBP | 2,425,020 | 4,395,036 | 101,121 | |||||||||||||||
11/21/08 | HKD | 17,250,222 | 2,213,590 | (1,839 | ) | ||||||||||||||
11/21/08 | HKD | 17,772,956 | 2,280,669 | (1,735 | ) | ||||||||||||||
11/21/08 | HKD | 17,250,222 | 2,213,590 | (1,813 | ) | ||||||||||||||
11/21/08 | JPY | 374,081,278 | 3,453,028 | (3,208 | ) | ||||||||||||||
11/21/08 | NOK | 7,409,584 | 1,355,598 | 2,688 | |||||||||||||||
11/21/08 | NOK | 7,191,655 | 1,315,727 | 847 | |||||||||||||||
11/21/08 | NOK | 7,191,655 | 1,315,727 | 1,052 | |||||||||||||||
$ | 83,230,948 | $ | 682,702 |
See accompanying notes to the financial statements.
18
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
5 | AEX | September 2008 | $ | 605,378 | $ | 629 | |||||||||||||
165 | CAC 40 | September 2008 | 10,856,537 | (47,059 | ) | ||||||||||||||
68 | DAX | September 2008 | 16,052,534 | (922,512 | ) | ||||||||||||||
68 | FTSE 100 | September 2008 | 7,001,530 | (104,333 | ) | ||||||||||||||
1 | Hang Seng | September 2008 | 136,202 | (167 | ) | ||||||||||||||
9 | MSCI Singapore | September 2008 | 431,248 | 2,229 | |||||||||||||||
40 | OMXS 30 | September 2008 | 539,631 | (6,839 | ) | ||||||||||||||
24 | S&P/MIB | September 2008 | 5,075,934 | (46,732 | ) | ||||||||||||||
85 | TOPIX | September 2008 | 9,806,340 | (66,713 | ) | ||||||||||||||
$ | 50,505,334 | $ | (1,191,497 | ) | |||||||||||||||
Sales | |||||||||||||||||||
2 | IBEX 35 | September 2008 | $ | 344,067 | $ | 5,526 | |||||||||||||
90 | S&P Toronto 60 | September 2008 | 13,943,304 | 1,155,350 | |||||||||||||||
90 | SPI 200 | September 2008 | 9,938,594 | 420,010 | |||||||||||||||
$ | 24,225,965 | $ | 1,580,886 |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
19
GMO International Small Companies Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
SDR - Swedish Depository Receipt
* Non income-producing security.
(a) All or a portion of this security is out on loan (Note 2).
(b) All or a portion of this security represents investment of security lending collateral.
As of August 31, 2008, 86.92% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
See accompanying notes to the financial statements.
20
GMO International Small Companies Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments at value, including securities on loan of $474,242 (cost $666,788,746) (Note 2) | $ | 581,305,600 | |||||
Cash | 98,422 | ||||||
Foreign currency, at value (cost $2,503,810) (Note 2) | 2,480,523 | ||||||
Dividends and interest receivable | 1,234,882 | ||||||
Foreign taxes receivable | 74,494 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 1,040,751 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 5,766,000 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 131,917 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 70,949 | ||||||
Total assets | 592,203,538 | ||||||
Liabilities: | |||||||
Collateral on securities loaned, at value (Note 2) | 508,191 | ||||||
Payable for Fund shares repurchased | 2,000,000 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 295,223 | ||||||
Shareholder service fee | 73,805 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 1,374 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 876,364 | ||||||
Accrued expenses | 319,851 | ||||||
Total liabilities | 4,074,808 | ||||||
Net assets | $ | 588,128,730 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 660,164,996 | |||||
Accumulated undistributed net investment income | 6,741,809 | ||||||
Accumulated net realized gain | 6,196,841 | ||||||
Net unrealized depreciation | (84,974,916 | ) | |||||
$ | 588,128,730 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 588,128,730 | |||||
Shares outstanding: | |||||||
Class III | 74,760,735 | ||||||
Net asset value per share: | |||||||
Class III | $ | 7.87 |
See accompanying notes to the financial statements.
21
GMO International Small Companies Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $1,476,754) | $ | 14,794,740 | |||||
Securities lending income | 521,615 | ||||||
Interest | 227,550 | ||||||
Total investment income | 15,543,905 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 1,979,808 | ||||||
Shareholder service fee – Class III (Note 3) | 494,952 | ||||||
Custodian and fund accounting agent fees | 423,016 | ||||||
Transfer agent fees | 13,892 | ||||||
Audit and tax fees | 38,824 | ||||||
Legal fees | 7,820 | ||||||
Trustees fees and related expenses (Note 3) | 3,547 | ||||||
Registration fees | 1,104 | ||||||
Miscellaneous | 5,706 | ||||||
Total expenses | 2,968,669 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (479,376 | ) | |||||
Expense reductions (Note 2) | (15,711 | ) | |||||
Net expenses | 2,473,582 | ||||||
Net investment income (loss) | 13,070,323 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 11,493,596 | ||||||
Closed futures contracts | (5,241,290 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions (net of CPMF tax of $158) (Note 2) | 267,017 | ||||||
Net realized gain (loss) | 6,519,323 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (96,435,552 | ) | |||||
Open futures contracts | 2,731,569 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (2,004,372 | ) | |||||
Net unrealized gain (loss) | (95,708,355 | ) | |||||
Net realized and unrealized gain (loss) | (89,189,032 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (76,118,709 | ) |
See accompanying notes to the financial statements.
22
GMO International Small Companies Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 13,070,323 | $ | 15,669,967 | |||||||
Net realized gain (loss) | 6,519,323 | 176,668,989 | |||||||||
Change in net unrealized appreciation (depreciation) | (95,708,355 | ) | (202,960,184 | ) | |||||||
Net increase (decrease) in net assets from operations | (76,118,709 | ) | (10,621,228 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (537,959 | ) | (31,841,900 | ) | |||||||
Net realized gains | |||||||||||
Class III | (26,984,042 | ) | (142,937,240 | ) | |||||||
(27,522,001 | ) | (174,779,140 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 11,957,638 | 5,871,549 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 276,184 | 2,593,773 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 12,233,822 | 8,465,322 | |||||||||
Total increase (decrease) in net assets | (91,406,888 | ) | (176,935,046 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 679,535,618 | 856,470,664 | |||||||||
End of period (including accumulated undistributed net investment income of $6,741,809 and distributions in excess of net investment income of $5,790,555, respectively) | $ | 588,128,730 | $ | 679,535,618 |
See accompanying notes to the financial statements.
23
GMO International Small Companies Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 9.29 | $ | 12.22 | $ | 14.93 | $ | 17.84 | $ | 17.09 | $ | 9.50 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss) | 0.18 | † | 0.24 | † | 0.25 | † | 0.34 | † | 0.30 | † | 0.20 | ||||||||||||||||
Net realized and unrealized gain (loss) | (1.21 | ) | (0.34 | ) | 2.68 | 3.44 | 3.56 | 7.94 | |||||||||||||||||||
Total from investment operations | (1.03 | ) | (0.10 | ) | 2.93 | 3.78 | 3.86 | 8.14 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.01 | ) | (0.51 | ) | (0.33 | ) | (0.44 | ) | (0.54 | ) | (0.20 | ) | |||||||||||||||
From net realized gains | (0.38 | ) | (2.32 | ) | (5.31 | ) | (6.25 | ) | (2.57 | ) | (0.35 | ) | |||||||||||||||
Total distributions | (0.39 | ) | (2.83 | ) | (5.64 | ) | (6.69 | ) | (3.11 | ) | (0.55 | ) | |||||||||||||||
Net asset value, end of period | $ | 7.87 | $ | 9.29 | $ | 12.22 | $ | 14.93 | $ | 17.84 | $ | 17.09 | |||||||||||||||
Total Return(a) | (11.26 | )%** | (2.04 | )% | 23.35 | % | 25.77 | % | 24.45 | % | 86.62 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 588,129 | $ | 679,536 | $ | 856,471 | $ | 986,602 | $ | 1,517,223 | $ | 1,592,464 | |||||||||||||||
Net expenses to average daily net assets | 0.75 | %(b)* | 0.76 | %(b) | 0.75 | % | 0.75 | % | 0.75 | % | 0.75 | % | |||||||||||||||
Net investment income to average daily net assets | 2.00 | %(c)** | 1.98 | % | 1.79 | % | 2.01 | % | 1.75 | % | 1.60 | % | |||||||||||||||
Portfolio turnover rate | 34 | %** | 72 | % | 48 | % | 49 | % | 53 | % | 46 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.15 | %* | 0.13 | % | 0.09 | % | 0.11 | % | 0.11 | % | 0.13 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (d) | $ | 0.04 | $ | 0.03 | $ | 0.07 | $ | 0.08 | $ | 0.04 |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
(d) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
24
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO International Small Companies Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its investment objective by outperforming the MSCI EAFE (Europe, Australasia, and Far East) Small Cap Index. The Fund typically makes equity investments in non-U.S. companies, including non-U.S. companies in developed and emerging countries, but excluding the largest 500 non-U.S. companies in developed countries based on full, non-float adjusted market capitalization and any company in an emerging country with a full, non-float adjusted market capitalization that is greater than or equal to that of any of the 500 excluded developed country companies.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many
25
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 69,453,257 | $ | 4,064,267 | |||||||
Level 2 - Other Significant Observable Inputs | 511,852,343 | 1,040,751 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 581,305,600 | $ | 5,105,018 |
* Other financial instruments include foreign currency, forward currency contracts and futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (1,194,355 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (876,364 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (2,070,719 | ) |
** Other financial instruments include forward currency contracts and futures contracts.
26
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 296,806 | $ | — | |||||||
Realized gain (loss) | 268,412 | — | |||||||||
Change in unrealized appreciation/depreciation | 86,228 | — | |||||||||
Net purchases (sales) | (651,446 | ) | — | ||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | — | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
27
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to
28
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the
29
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. As of August 31, 2008, the Fund had loane d securities valued by the Fund at $474,242, collateralized by cash in the amount of $508,191, which was invested in the Bank of New York Mellon Institutional Cash Reserves Fund.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests.
The Fund is subject to a Contribuição Provisória sobre Movimentações Financiera ("CPMF") tax which is applied to foreign exchange transactions representing capital inflows or outflows to/from the Brazilian market. The CPMF tax has been included in the net realized gain (loss) on investments throughout the
30
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
period. For the period ended August 31, 2008, the Fund incurred $158 in CPMF tax, which is included in net realized gain (loss) on foreign currency, forward contracts and foreign currency related transactions in the Statement of Operations.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 671,390,645 | $ | 44,373,169 | $ | (134,458,214 | ) | $ | (90,085,045 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
31
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in-capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasi ng shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The
32
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.60% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.60% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $3,271 and $1,934, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $215,323,268 and $225,566,421, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
33
GMO International Small Companies Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, 44.05% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.14% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 1.69% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 2,433,082 | $ | 20,368,548 | 14,345,120 | $ | 167,353,499 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 3,403,811 | 27,502,790 | 16,860,674 | 173,069,697 | |||||||||||||||
Shares repurchased | (4,214,274 | ) | (35,913,700 | ) | (28,165,322 | ) | (334,551,647 | ) | |||||||||||
Purchase premiums | — | 99,447 | — | 803,005 | |||||||||||||||
Redemption fees | — | 176,737 | — | 1,790,768 | |||||||||||||||
Net increase (decrease) | 1,622,619 | $ | 12,233,822 | 3,040,472 | $ | 8,465,322 |
34
GMO International Small Companies Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided
35
GMO International Small Companies Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing th e Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
36
GMO International Small Companies Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.75 | % | $ | 1,000.00 | $ | 887.40 | $ | 3.57 | |||||||||||
2) Hypothetical | 0.75 | % | $ | 1,000.00 | $ | 1,021.42 | $ | 3.82 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
37
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a private placement memorandum, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The private placement memorandum can be obtained by calling 1-617-346-7646 (collect).
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Debt Obligations | 94.8 | % | |||||
Short-Term Investments | 6.5 | ||||||
Forward Currency Contracts | 0.4 | ||||||
Futures | (0.0 | ) | |||||
Swaps | (0.2 | ) | |||||
Other | (1.5 | ) | |||||
100.0 | % | ||||||
Industry Sector Summary | % of Debt Obligations | ||||||
Credit Cards | 23.5 | % | |||||
Residential Asset-Backed Securities (United States) | 16.6 | ||||||
Auto Financing | 10.7 | ||||||
Insured Auto Financing | 6.4 | ||||||
Residential Mortgage-Backed Securities (European) | 5.9 | ||||||
Business Loans | 5.7 | ||||||
CMBS | 5.5 | ||||||
Student Loans | 4.7 | ||||||
Residential Mortgage-Backed Securities (Australian) | 4.2 | ||||||
Investment Grade Corporate Collateralized Debt Obligations | 3.4 | ||||||
Insured Other | 2.0 | ||||||
CMBS Collateralized Debt Obligations | 1.4 | ||||||
Equipment Leases | 1.3 | ||||||
Bank Loan Collateralized Debt Obligations | 1.1 | ||||||
Rate Reduction Bonds | 1.1 | ||||||
Trade Receivables | 1.0 | ||||||
U.S. Government Agency | 1.0 | ||||||
Insurance Premiums | 0.8 | ||||||
Insured High Yield Collateralized Debt Obligations | 0.6 | ||||||
Insured Residential Mortgage-Backed Securities (United States) | 0.6 | ||||||
Insured Time Share | 0.6 | ||||||
Insured Credit Cards | 0.5 | ||||||
Airlines | 0.3 | ||||||
Corporate Debt | 0.3 | ||||||
U.S. Government & Agencies | 0.3 | ||||||
Time Share | 0.1 | ||||||
Insured Residential Asset-Backed Securities (United States) | 0.1 | ||||||
Insured Transportation | 0.1 | ||||||
Residential Mortgage-Backed Securities (United States) | 0.1 | ||||||
Insured Business Loans | 0.1 | ||||||
Collateralized Loan Obligations | 0.0 | ||||||
ABS Collateralized Debt Obligations | 0.0 | ||||||
High Yield Collateralized Debt Obligations | 0.0 | ||||||
100.0 | % |
1
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 94.8% | |||||||||||||||
Asset-Backed Securities — 93.3% | |||||||||||||||
ABS Collateralized Debt Obligations — 0.0% | |||||||||||||||
15,000,000 | Paragon CDO Ltd., Series 04-1A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .65%, 3.44%, due 10/20/44 | 1,500,000 | |||||||||||||
Airlines — 0.3% | |||||||||||||||
23,000,000 | Aircraft Finance Trust, Series 99-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .48%, 2.95%, due 05/15/24 | 12,075,000 | |||||||||||||
11,174,486 | Continental Airlines, Inc., Series 991A, 6.55%, due 02/02/19 | 10,057,037 | |||||||||||||
Total Airlines | 22,132,037 | ||||||||||||||
Auto Financing — 10.2% | |||||||||||||||
49,000,000 | �� | BMW Vehicle Lease Trust, Series 07-1, Class A3B, Variable Rate, 1 mo. LIBOR + .24%, 2.71%, due 08/15/13 | 47,768,630 | ||||||||||||
32,000,000 | Capital Auto Receivable Asset Trust, Series 07-2, Class A4B, Variable Rate, 1 mo. LIBOR + .40%, 2.87%, due 02/18/14 | 30,873,600 | |||||||||||||
15,000,000 | Capital Auto Receivables Asset Trust, Series 07-SN1, Class A4, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 02/15/11 | 14,517,000 | |||||||||||||
7,500,000 | Capital Auto Receivables Asset Trust, Series 08-1, Class A4B, Variable Rate, 1 mo. LIBOR + 1.35%, 3.82%, due 07/15/14 | 7,109,475 | |||||||||||||
28,800,000 | Carmax Auto Owner Trust, Series 08-2, Class A4B, Variable Rate, 1 mo. LIBOR + 1.65%, 4.12%, due 08/15/13 | 27,811,840 | |||||||||||||
29,000,000 | Daimler Chrysler Auto Trust, Series 08-B, Class A4A, 5.32%, due 11/10/14 | 28,280,800 | |||||||||||||
22,000,000 | Daimler Chrysler Auto Trust, Series 08-B, Class A4B, Variable Rate, 1 mo. LIBOR + 1.85%, 4.32%, due 11/10/14 | 21,615,000 | |||||||||||||
32,000,000 | Daimler Chrysler Master Owner Trust, Series 06-A, Class A, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 11/15/11 | 30,921,280 | |||||||||||||
31,500,000 | Ford Credit Auto Owner Trust, Series 06-C, Class A4B, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 02/15/12 | 30,384,585 | |||||||||||||
17,000,000 | Ford Credit Auto Owner Trust, Series 07-B, Class A4B, Variable Rate, 1 mo. LIBOR + .38%, 2.85%, due 07/15/12 | 15,599,116 | |||||||||||||
39,000,000 | Ford Credit Auto Owner Trust, Series 08-B, Class A4B, Variable Rate, 1 mo. LIBOR + 2.00%, 4.47%, due 03/15/13 | 37,542,570 |
See accompanying notes to the financial statements.
2
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Auto Financing — continued | |||||||||||||||
63,000,000 | Ford Credit Floorplan Master Owner Trust, Series 06-3, Class A, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 06/15/11 | 61,141,145 | |||||||||||||
14,000,000 | Ford Credit Floorplan Master Owner Trust, Series 06-4, Class A, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 06/15/13 | 12,151,524 | |||||||||||||
10,000,000 | Franklin Auto Trust, Series 08-A, Class A4B, Variable Rate, 1 mo. LIBOR + 1.95%, 4.42%, due 05/20/16 | 9,841,000 | |||||||||||||
37,000,000 | Nissan Auto Lease Trust, Series 08-A, Class A3B, Variable Rate, 1 mo. LIBOR + 2.20%, 4.69%, due 07/15/11 | 35,655,859 | |||||||||||||
2,765,037 | Nissan Auto Receivables Owner Trust, Series 04-C, Class A4, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 03/15/10 | 2,763,323 | |||||||||||||
40,000,000 | Nissan Auto Receivables Owner Trust, Series 07-A, Class A4, Variable Rate, 1 mo. LIBOR, 2.47%, due 06/17/13 | 38,682,800 | |||||||||||||
37,000,000 | Nissan Master Owner Trust Receivables, Series 07-A, Class A, Variable Rate, 1 mo. LIBOR, 2.47%, due 05/15/12 | 35,335,000 | |||||||||||||
74,845,000 | Sovereign Dealer Floor Plan Master Trust, Series 06-1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .05%, 2.54%, due 08/15/11 | 71,748,662 | |||||||||||||
42,000,000 | Swift Master Auto Receivables Trust, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 06/15/12 | 37,541,510 | |||||||||||||
20,000,000 | Swift Master Auto Receivables Trust, Series 07-2, Class A, Variable Rate, 1 mo. LIBOR + .65%, 3.12%, due 10/15/12 | 18,588,000 | |||||||||||||
42,350,000 | Truck Retail Installment Paper Corp., Series 05-1A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .27%, 2.74%, due 12/15/16 | 40,017,785 | |||||||||||||
15,000,000 | Wachovia Auto Owner Trust, Series 08-A, Class A4B, Variable Rate, 1 mo. LIBOR + 1.15%, 3.62%, due 03/20/14 | 14,610,392 | |||||||||||||
23,000,000 | World Omni Auto Receivables Trust, Series 07-A, Class A4, Variable Rate, 1 mo. LIBOR, 2.47%, due 11/15/12 | 22,215,930 | |||||||||||||
Total Auto Financing | 692,716,826 | ||||||||||||||
Bank Loan Collateralized Debt Obligations — 1.1% | |||||||||||||||
37,949,039 | Arran Corp. Loans No. 1 B.V., Series 06-1A, Class A3, 144A, Variable Rate, 3 mo. LIBOR + .17%, 2.97%, due 06/20/25 | 37,190,058 | |||||||||||||
36,400,000 | Omega Capital Europe Plc, Series GLOB-5A, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .25%, 3.04%, due 07/05/11 | 34,440,224 | |||||||||||||
Total Bank Loan Collateralized Debt Obligations | 71,630,282 |
See accompanying notes to the financial statements.
3
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Business Loans — 5.4% | |||||||||||||||
29,678,349 | ACAS Business Loan Trust, Series 07-1A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .14%, 2.95%, due 08/16/19 | 27,811,580 | |||||||||||||
4,531,097 | Bayview Commercial Asset Trust, Series 04-1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .36%, 2.83%, due 04/25/34 | 3,741,337 | |||||||||||||
3,917,395 | Bayview Commercial Asset Trust, Series 04-3, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .37%, 2.84%, due 01/25/35 | 3,623,590 | |||||||||||||
16,212,631 | Bayview Commercial Asset Trust, Series 05-4A, Class A2, 144A, Variable Rate, 1 mo. LIBOR + .39%, 2.86%, due 01/25/36 | 14,220,098 | |||||||||||||
12,269,162 | Bayview Commercial Asset Trust, Series 07-3, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .24%, 2.71%, due 07/25/37 | 9,844,565 | |||||||||||||
40,000,000 | Bayview Commercial Asset Trust, Series 07-6A, Class A2, 144A, Variable Rate, 1 mo. LIBOR + 1.30%, 3.77%, due 12/25/37 | 37,028,000 | |||||||||||||
8,233,140 | Capitalsource Commercial Loan Trust, Series 06-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 08/22/16 | 8,035,545 | |||||||||||||
11,910,615 | Capitalsource Commercial Loan Trust, Series 07-1A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .13%, 2.60%, due 03/20/17 | 11,315,084 | |||||||||||||
18,000,000 | CNH Equipment Trust, Series 08-A, Class A4B, Variable Rate, 1 mo. LIBOR + 1.95%, 4.42%, due 08/15/14 | 18,056,250 | |||||||||||||
20,000,000 | CNH Wholesale Master Note Trust, Series 06-1A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .06%, 2.53%, due 07/15/12 | 19,500,000 | |||||||||||||
5,995,814 | GE Business Loan Trust, Series 04-1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 05/15/32 | 5,281,352 | |||||||||||||
8,486,948 | GE Business Loan Trust, Series 05-2A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .24%, 2.71%, due 11/15/33 | 7,000,355 | |||||||||||||
2,084,408 | GE Commercial Loan Trust, Series 06-1, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .08%, 2.87%, due 04/19/17 | 2,008,669 | |||||||||||||
1,088,964 | GE Commercial Loan Trust, Series 06-2, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .06%, 2.85%, due 04/19/15 | 1,075,787 | |||||||||||||
35,000,000 | GE Dealer Floorplan Master Note Trust, Series 06-4, Class A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 10/20/11 | 33,542,250 | |||||||||||||
52,000,000 | GE Dealer Floorplan Master Trust, Series 07-2, Class A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 07/20/12 | 49,420,779 | |||||||||||||
11,318,586 | Lehman Brothers Small Balance Commercial, Series 05-1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 02/25/30 | 9,644,335 | |||||||||||||
10,277,392 | Lehman Brothers Small Balance Commercial, Series 05-2A, Class 1A, 144A, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 09/25/30 | 8,556,727 |
See accompanying notes to the financial statements.
4
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Business Loans — continued | |||||||||||||||
12,817,942 | Lehman Brothers Small Balance Commercial, Series 07-3A, Class 1A1, 144A, Variable Rate, 1 mo. LIBOR + .65%, 3.12%, due 10/25/37 | 12,333,216 | |||||||||||||
34,269,000 | Lehman Brothers Small Balance Commercial, Series 07-3A, Class 1A2, 144A, Variable Rate, 1 mo. LIBOR + .85%, 3.32%, due 10/25/37 | 29,463,254 | |||||||||||||
33,400,000 | Navistar Financial Dealer Note Master Trust, Series 05-1, Class A, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 02/25/13 | 31,870,280 | |||||||||||||
25,000,000 | Textron Financial Floorplan Master Note, Series 07-AA, Class A, 144A, Variable Rate, 1 mo. LIBOR + .06%, 2.52%, due 03/13/12 | 23,752,500 | |||||||||||||
916,668 | The Money Store Business Loan Backed Trust, Series 99-1, Class AN, Variable Rate, 1 mo. LIBOR +.50%, 2.97%, due 09/15/17 | 887,060 | |||||||||||||
Total Business Loans | 368,012,613 | ||||||||||||||
CMBS — 5.2% | |||||||||||||||
14,500,000 | Banc of America Commercial Mortgage, Inc., Series 06-3, Class A2, 5.81%, due 07/10/44 | 14,355,000 | |||||||||||||
9,137,771 | Bear Stearns Commercial Mortgage Securities, Inc., Series 05-PW10, Class A1, 5.09%, due 12/11/40 | 9,130,460 | |||||||||||||
22,500,000 | Citigroup/Deutsche Bank Commercial Mortgage, Series 05-CD1, Class A2FL, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 07/15/44 | 21,555,000 | |||||||||||||
43,000,000 | Commercial Mortgage Pass-Through Certificates, Series 06-FL12, Class AJ, 144A, Variable Rate, 1 mo. LIBOR + .13%, 2.60%, due 12/15/20 | 39,087,000 | |||||||||||||
32,000,000 | GE Capital Commercial Mortgage Corp., Series 05-C4, Class A2, 5.30%, due 11/10/45 | 31,765,000 | |||||||||||||
19,850,000 | GE Capital Commercial Mortgage Corp., Series 06-C1, Class A2, Variable Rate, 5.52%, due 03/10/44 | 19,701,125 | |||||||||||||
7,084,360 | Greenwich Capital Commercial Funding Corp., Series 06-FL4A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .09%, 2.55%, due 11/05/21 | 6,659,298 | |||||||||||||
32,000,000 | GS Mortgage Securities Corp., Series 06-GG6, Class A2, 5.51%, due 04/10/38 | 31,560,000 | |||||||||||||
8,251,513 | GS Mortgage Securities Corp., Series 07-EOP, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .09%, 2.55%, due 03/06/20 | 8,014,282 | |||||||||||||
9,000,000 | GS Mortgage Securities Corp., Series 07-EOP, Class A2, 144A, Variable Rate, 1 mo. LIBOR + .13%, 2.59%, due 03/06/20 | 8,564,062 | |||||||||||||
9,931,511 | J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 06-FL1A, Class A1B, 144A, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 02/15/20 | 8,938,360 | |||||||||||||
57,000,000 | J.P. Morgan Chase Commercial Mortgage Securities Corp., Series 06-LDP7, Class A2, 6.05%, due 04/15/45 | 56,626,080 |
See accompanying notes to the financial statements.
5
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
CMBS — continued | |||||||||||||||
4,854,141 | Lehman Brothers Floating Rate Commercial, Series 06-LLFA, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 09/15/21 | 4,514,351 | |||||||||||||
33,000,000 | Merrill Lynch Mortgage Trust, Series 06-C1, Class A2, Variable Rate, 5.80%, due 05/12/39 | 32,904,609 | |||||||||||||
12,000,000 | Morgan Stanley Capital I, Series 06-IQ11, Class A2, 5.69%, due 10/15/42 | 11,759,760 | |||||||||||||
13,000,000 | Morgan Stanley Capital I, Series 06-IQ11, Class A3, 5.91%, due 10/15/42 | 12,256,010 | |||||||||||||
6,249,281 | Morgan Stanley Dean Witter Capital I, Series 03-TOP9, Class A1, 3.98%, due 11/13/36 | 6,152,480 | |||||||||||||
32,935,773 | Wachovia Bank Commercial Mortgage Trust, Series 06-WL7A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 09/15/21 | 30,136,232 | |||||||||||||
Total CMBS | 353,679,109 | ||||||||||||||
CMBS Collateralized Debt Obligations — 1.3% | |||||||||||||||
9,000,000 | American Capital Strategies Ltd. Commercial Real Estate CDO Trust, Series 07-1A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .80%, 3.61%, due 11/23/52 | 1,530,000 | |||||||||||||
16,733,521 | Crest Exeter Street Solar, Series 04-1A, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .35%, 3.15%, due 06/28/19 | 15,151,894 | |||||||||||||
19,041,717 | G-Force LLC, Series 05-RR2, Class A2, 144A, 5.16%, due 12/25/39 | 17,918,256 | |||||||||||||
30,000,000 | Guggenheim Structured Real Estate Funding, Series 05-2A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .32%, 2.79%, due 08/26/30 | 26,700,000 | |||||||||||||
35,500,000 | Marathon Real Estate CDO, Series 06-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .33%, 2.80%, due 05/25/46 | 29,953,125 | |||||||||||||
Total CMBS Collateralized Debt Obligations | 91,253,275 | ||||||||||||||
Collateralized Loan Obligations — 0.0% | |||||||||||||||
2,036,441 | Archimedes Funding IV (Cayman) Ltd., Series 4A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .48%, 3.29%, due 02/25/13 | 1,941,089 | |||||||||||||
Credit Cards — 22.3% | |||||||||||||||
20,000,000 | Advanta Business Card Master Trust, Series 05-A2, Class A2, Variable Rate, 1 mo. LIBOR + .13%, 2.60%, due 05/20/13 | 18,462,500 | |||||||||||||
7,000,000 | Advanta Business Card Master Trust, Series 05-A5, Class A5, Variable Rate, 1 mo. LIBOR + .06%, 2.53%, due 04/20/12 | 6,525,260 | |||||||||||||
30,000,000 | Advanta Business Card Master Trust, Series 07-A4, Class A4, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 04/22/13 | 27,318,750 |
See accompanying notes to the financial statements.
6
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Credit Cards — continued | |||||||||||||||
17,000,000 | American Express Credit Account Master Trust, Series 04-1, Class A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 09/15/11 | 16,947,980 | |||||||||||||
25,000,000 | American Express Credit Account Master Trust, Series 04-4, Class A, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 03/15/12 | 24,831,775 | |||||||||||||
64,000,000 | American Express Credit Account Master Trust, Series 05-5, Class A, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 02/15/13 | 62,880,000 | |||||||||||||
25,000,000 | American Express Credit Account Master Trust, Series 06-1, Class A, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 12/15/13 | 24,176,750 | |||||||||||||
12,000,000 | American Express Issuance Trust, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 09/15/11 | 11,753,280 | |||||||||||||
25,000,000 | Arran, Series 05-A, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 12/15/10 | 24,750,000 | |||||||||||||
26,175,000 | Bank of America Credit Card Trust, Series 06-A10, Class A10, Variable Rate, 1 mo. LIBOR - .02%, 2.45%, due 02/15/12 | 25,941,533 | |||||||||||||
5,000,000 | Bank of America Credit Card Trust, Series 06-A12, Class A12, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 03/15/14 | 4,780,273 | |||||||||||||
14,000,000 | Bank of America Credit Card Trust, Series 07-A13, Class A13, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 04/16/12 | 13,877,500 | |||||||||||||
11,670,000 | Bank One Issuance Trust, Series 03-A10, Class A10, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 06/15/11 | 11,645,493 | |||||||||||||
30,000,000 | Capital One Master Trust, Series 02-1A, Class A, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 11/15/11 | 29,718,750 | |||||||||||||
15,000,000 | Capital One Multi-Asset Execution Trust, Series 04-A2, Class A2, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 01/17/12 | 14,868,150 | |||||||||||||
15,000,000 | Capital One Multi-Asset Execution Trust, Series 04-A3, Class A3, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 02/15/12 | 14,848,911 | |||||||||||||
26,275,000 | Capital One Multi-Asset Execution Trust, Series 04-A7, Class A7, Variable Rate, 3 mo. LIBOR + .15%, 2.95%, due 06/16/14 | 25,034,001 | |||||||||||||
30,000,000 | Capital One Multi-Asset Execution Trust, Series 06-A14, Class A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 08/15/13 | 29,163,000 | |||||||||||||
341,000 | Capital One Multi-Asset Execution Trust, Series 06-A7, Class A7, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 03/17/14 | 325,457 | |||||||||||||
9,000,000 | Capital One Multi-Asset Execution Trust, Series 07-A4, Class A4, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 03/16/15 | 8,532,900 | |||||||||||||
20,000,000 | Capital One Multi-Asset Execution Trust, Series 07-A6, Class A6, Variable Rate, 1 mo. LIBOR + .07%, 2.54%, due 05/15/13 | 19,317,000 | |||||||||||||
21,000,000 | Capital One Multi-Asset Execution Trust, Series 08-A6, Class A6, Variable Rate, 1 mo. LIBOR + 1.10%, 3.57%, due 03/17/14 | 20,594,700 |
See accompanying notes to the financial statements.
7
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Credit Cards — continued | |||||||||||||||
49,000,000 | Charming Shoppes Master Trust, Series 07-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + 1.25%, 3.72%, due 09/15/17 | 45,701,810 | |||||||||||||
14,000,000 | Chase Credit Card Master Trust, Series 03-5, Class A, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 01/17/11 | 13,997,480 | |||||||||||||
30,000,000 | Chase Issuance Trust, Series 05-A3, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 10/17/11 | 29,892,900 | |||||||||||||
55,000,000 | Chase Issuance Trust, Series 05-A6, Class A6, Variable Rate, 1 mo. LIBOR + 0.07%, 2.54%, due 07/15/14 | 52,800,000 | |||||||||||||
14,000,000 | Chase Issuance Trust, Series 05-A9, Class A9, Variable Rate, 1 mo. LIBOR+ .02%, 2.49%, due 11/15/11 | 13,881,000 | |||||||||||||
29,000,000 | Chase Issuance Trust, Series 06-A7, Class A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 02/15/13 | 28,204,820 | |||||||||||||
5,500,000 | Chase Issuance Trust, Series 07-A1, Class A1, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 03/15/13 | 5,350,813 | |||||||||||||
17,500,000 | Chase Issuance Trust, Series 07-A11, Class A11, Variable Rate, 1 mo. LIBOR, 2.47%, due 07/16/12 | 17,117,910 | |||||||||||||
16,000,000 | Citibank Credit Card Issuance Trust, Series 01-A7, Class A7, Variable Rate, 3 mo. LIBOR + .14%, 2.94%, due 08/15/13 | 15,576,000 | |||||||||||||
EUR | 40,000,000 | Citibank Credit Card Issuance Trust, Series 04-A2, Class A, Variable Rate, 3 mo. EUR LIBOR + 0.10%, 5.06%, due 05/24/13 | 56,615,220 | ||||||||||||
20,000,000 | Citibank Credit Card Issuance Trust, Series 04-A3, Class A3, Variable Rate, 3 mo. LIBOR + .07%, 2.87%, due 07/25/11 | 19,879,600 | |||||||||||||
10,000,000 | Citibank Credit Card Issuance Trust, Series 05-A3, Class A3, Variable Rate, 1 mo. LIBOR + .07%, 2.54%, due 04/24/14 | 9,526,900 | |||||||||||||
27,000,000 | Citibank Credit Card Issuance Trust, Series 06-A6, Class A6, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 05/24/12 | 26,568,000 | |||||||||||||
16,000,000 | Citibank Credit Card Issuance Trust, Series 07-A1, Class A1, Variable Rate, 3 mo. LIBOR - .01%, 2.79%, due 03/22/12 | 15,752,000 | |||||||||||||
32,000,000 | Citibank Credit Card Issuance Trust, Series 07-A2, Class A2, Variable Rate, 3 mo. LIBOR - .01%, 2.80%, due 05/21/12 | 31,491,200 | |||||||||||||
50,000,000 | Citibank OMNI Master Trust, Series 07-A9A, Class A9, 144A, Variable Rate, 1 mo. LIBOR + 1.10%, 3.57%, due 12/23/13 | 49,625,000 | |||||||||||||
12,000,000 | Discover Card Master Trust I, Series 03-4, Class A1, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 05/15/11 | 11,958,720 | |||||||||||||
46,700,000 | Discover Card Master Trust I, Series 05-3, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.51%, due 05/15/11 | 46,510,865 |
See accompanying notes to the financial statements.
8
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Credit Cards — continued | |||||||||||||||
13,000,000 | Discover Card Master Trust I, Series 05-4, Class A1, Variable Rate, 1 mo. LIBOR + .06%, 2.55%, due 06/18/13 | 12,455,560 | |||||||||||||
66,000,000 | Discover Card Master Trust I, Series 06-2, Class A2, Variable Rate, 1 mo. LIBOR + .03%, 2.52%, due 01/16/14 | 62,644,560 | |||||||||||||
4,800,000 | Discover Card Master Trust I, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR, 2.48%, due 08/15/12 | 4,674,000 | |||||||||||||
15,000,000 | Discover Card Master Trust I, Series 96-4, Class A, Variable Rate, 1 mo. LIBOR + .38%, 2.84%, due 10/16/13 | 14,391,797 | |||||||||||||
58,000,000 | First National Master Note Trust, Series 07-2, Class A, Variable Rate, 1 mo. LIBOR + .75%, 3.22%, due 11/15/12 | 56,477,500 | |||||||||||||
25,000,000 | GE Capital Credit Card Master Note Trust, Series 05-1, Class A, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 03/15/13 | 23,724,724 | |||||||||||||
45,000,000 | GE Capital Credit Card Master Note Trust, Series 07-3, Class A1, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 06/15/13 | 43,530,469 | |||||||||||||
48,000,000 | Household Credit Card Master Note Trust I, Series 07-1, Class A, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 04/15/13 | 46,500,000 | |||||||||||||
24,000,000 | Household Credit Card Master Note Trust I, Series 07-2, Class A, Variable Rate, 1 mo. LIBOR + .55%, 3.02%, due 07/15/13 | 23,370,000 | |||||||||||||
3,000,000 | MBNA Credit Card Master Note Trust, Series 01-A5, Class A5, Variable Rate, 1 mo. LIBOR + .21%, 2.68%, due 03/15/11 | 2,998,590 | |||||||||||||
14,000,000 | MBNA Credit Card Master Note Trust, Series 04-A7, Class A7, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 12/15/11 | 13,868,750 | |||||||||||||
15,000,000 | MBNA Credit Card Master Note Trust, Series 04-A8, Class A8, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 01/15/14 | 14,513,700 | |||||||||||||
75,675,000 | MBNA Credit Card Master Note Trust, Series 06-A4, Class A4, Variable Rate, 1 mo. LIBOR - .01%, 2.46%, due 09/15/11 | 75,225,680 | |||||||||||||
50,000,000 | National City Credit Card Master Trust, Series 08-3, Class A, Variable Rate, 1 mo. LIBOR + 1.80%, 4.27%, due 05/15/13 | 48,875,000 | |||||||||||||
25,000,000 | Pillar Funding Plc, Series 04-2, Class A, 144A, Variable Rate, 3 mo. LIBOR + .14%, 2.92%, due 09/15/11 | 24,034,250 | |||||||||||||
60,500,000 | Turquoise Card Backed Securities Plc, Series 06-1A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 05/16/11 | 59,441,250 | |||||||||||||
54,100,000 | World Financial Network Credit Card Master Trust, Series 04-A, Class A, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 03/15/13 | 52,683,662 | |||||||||||||
15,000,000 | World Financial Network Credit Card Master Trust, Series 06-A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .13%, 2.60%, due 02/15/17 | 12,942,000 | |||||||||||||
Total Credit Cards | 1,519,095,693 |
See accompanying notes to the financial statements.
9
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Equipment Leases — 1.2% | |||||||||||||||
13,029,896 | CNH Equipment Trust, Series 05-A, Class A4A, Variable Rate, 1 mo. LIBOR + .04%, 2.51%, due 06/15/12 | 12,906,763 | |||||||||||||
24,500,000 | CNH Equipment Trust, Series 07-B, Class A3B, Variable Rate, 1 mo. LIBOR + .60%, 3.07%, due 10/17/11 | 24,009,265 | |||||||||||||
45,000,000 | GE Equipment Midticket LLC, Series 07-1, Class A3B, Variable Rate, 1 mo. LIBOR + .25%, 2.71%, due 06/14/11 | 44,212,500 | |||||||||||||
Total Equipment Leases | 81,128,528 | ||||||||||||||
High Yield Collateralized Debt Obligations — 0.0% | |||||||||||||||
47,714 | SHYPPCO Finance Co., LLC, Series 1I, Class A2B, 6.64%, due 06/15/10 | 46,283 | |||||||||||||
Insurance Premiums — 0.8% | |||||||||||||||
16,000,000 | AICCO Premium Finance Master Trust, Series 05-1, Class A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 04/15/10 | 15,857,600 | |||||||||||||
40,000,000 | AICCO Premium Finance Master Trust, Series 07-AA, Class A, 144A, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 12/15/11 | 36,962,500 | |||||||||||||
Total Insurance Premiums | 52,820,100 | ||||||||||||||
Insured Auto Financing — 6.1% | |||||||||||||||
11,666,667 | Aesop Funding II LLC, Series 03-5A, Class A2, 144A, XL, Variable Rate, 1 mo. LIBOR +.38%, 2.58%, due 12/20/09 | 11,571,247 | |||||||||||||
10,000,000 | Aesop Funding II LLC, Series 05-1A, Class A3, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 04/20/11 | 9,368,800 | |||||||||||||
17,213,203 | AmeriCredit Automobile Receivables Trust, Series 05-BM, Class A4, MBIA, Variable Rate, 1 mo. LIBOR + .08%, 2.54%, due 05/06/12 | 16,044,466 | |||||||||||||
31,000,000 | AmeriCredit Automobile Receivables Trust, Series 07-AX, Class A4, XL, Variable Rate, 1 mo. LIBOR + .04%, 2.50%, due 10/06/13 | 27,318,750 | |||||||||||||
20,000,000 | AmeriCredit Automobile Receivables Trust, Series 07-BF, Class A4, FSA, Variable Rate, 1 mo. LIBOR + .05%, 2.51%, due 12/06/13 | 17,800,000 | |||||||||||||
12,000,000 | AmeriCredit Automobile Receivables Trust, Series 07-CM, Class A3B, MBIA, Variable Rate, 1 mo. LIBOR + .03%, 2.49%, due 05/07/12 | 11,325,636 | |||||||||||||
17,000,000 | AmeriCredit Automobile Receivables Trust, Series 07-DF, Class A4B, FSA, Variable Rate, 1 mo. LIBOR + .80%, 3.26%, due 06/06/14 | 13,791,864 | |||||||||||||
31,000,000 | AmeriCredit Prime Automobile Receivables Trust, Series 07-2M, Class A4B, MBIA, Variable Rate, 1 mo. LIBOR + .50%, 2.96%, due 03/08/16 | 25,778,360 |
See accompanying notes to the financial statements.
10
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Insured Auto Financing — continued | |||||||||||||||
30,000,000 | ARG Funding Corp., Series 05-2A, Class A3, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .14%, 2.62%, due 05/20/10 | 28,983,236 | |||||||||||||
3,804,114 | Capital One Auto Finance Trust, Series 04-B, Class A4, MBIA, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 08/15/11 | 3,672,981 | |||||||||||||
37,000,000 | Capital One Auto Finance Trust, Series 06-A, Class A4, AMBAC, Variable Rate, 1 mo. LIBOR + .01%, 2.48%, due 12/15/12 | 34,040,000 | |||||||||||||
29,000,000 | Capital One Auto Finance Trust, Series 06-B, Class A4, MBIA, Variable Rate, 1 mo. LIBOR + .02%, 2.48%, due 07/15/13 | 27,060,770 | |||||||||||||
8,000,000 | Capital One Auto Finance Trust, Series 07-A, Class A4, AMBAC, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 11/15/13 | 7,056,160 | |||||||||||||
28,000,000 | Capital One Auto Finance Trust, Series 07-C, Class A3B, FGIC, Variable Rate, 1 mo. LIBOR + .51%, 2.98%, due 04/16/12 | 25,953,760 | |||||||||||||
9,000,000 | Hertz Vehicle Financing LLC, Series 05-1A, Class A1, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 02/25/10 | 8,847,357 | |||||||||||||
2,000,000 | Hertz Vehicle Financing LLC, Series 05-2A, Class A3, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 02/25/11 | 1,876,840 | |||||||||||||
10,000,000 | Hertz Vehicle Financing LLC, Series 05-2A, Class A5, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 11/25/11 | 8,750,575 | |||||||||||||
50,000,000 | Santander Drive Auto Receivables Trust, Series 07-1, Class A4, FGIC, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 09/15/14 | 42,240,476 | |||||||||||||
29,500,000 | Santander Drive Auto Receivables Trust, Series 07-3, Class A4B, FGIC, Variable Rate, 1 mo. LIBOR + .65%, 3.12%, due 10/15/14 | 24,951,100 | |||||||||||||
65,000,000 | Triad Auto Receivables Owner Trust, Series 07-B, Class A4B, FSA, Variable Rate, 1 mo. LIBOR + 1.20%, 3.66%, due 07/14/14 | 61,750,000 | |||||||||||||
7,992,772 | UPFC Auto Receivables Trust, Series 06-B, Class A3, AMBAC, 5.01%, due 08/15/12 | 7,773,291 | |||||||||||||
Total Insured Auto Financing | 415,955,669 | ||||||||||||||
Insured Business Loans — 0.0% | |||||||||||||||
4,032,885 | CNL Commercial Mortgage Loan Trust, Series 03-2A, Class A1, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .44%, 2.91%, due 10/25/30 | 3,038,604 | |||||||||||||
Insured Credit Cards — 0.5% | |||||||||||||||
35,000,000 | Cabela's Master Credit Card Trust, Series 04-2A, Class A, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 03/15/11 | 34,481,601 |
See accompanying notes to the financial statements.
11
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Insured High Yield Collateralized Debt Obligations — 0.6% | |||||||||||||||
24,230,769 | Augusta Funding Ltd., Series 10A, Class F-1, 144A, CapMAC, Variable Rate, 3 mo. LIBOR +.25%, 3.05%, due 06/30/17 | 23,503,846 | |||||||||||||
887,554 | Cigna CBO Ltd, Series 96-1, Class A2, 144A, CapMAC, Step Up, 6.46%, due 11/15/08 | 621,288 | |||||||||||||
10,000,000 | GSC Partners CDO Fund Ltd., Series 03-4A, Class A3, 144A, AMBAC, Variable Rate, 3 mo. LIBOR + .46%, 3.25%, due 12/16/15 | 9,640,000 | |||||||||||||
7,416,167 | GSC Partners CDO Fund Ltd., Series 2A, Class A, 144A, FSA, Variable Rate, 6 mo. LIBOR + .52%, 3.32%, due 05/22/13 | 6,798,252 | |||||||||||||
Total Insured High Yield Collateralized Debt Obligations | 40,563,386 | ||||||||||||||
Insured Other — 1.9% | |||||||||||||||
30,000,000 | DB Master Finance LLC, Series 06-1, Class A2, 144A, AMBAC, 5.78%, due 06/20/31 | 24,811,180 | |||||||||||||
60,000,000 | Dominos Pizza Master Issuer LLC, Series 07-1, Class A2, 144A, MBIA, 5.26%, due 04/25/37 | 45,154,586 | |||||||||||||
17,761,311 | Henderson Receivables LLC, Series 06-3A, Class A1, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .20%, 2.69%, due 09/15/41 | 15,102,087 | |||||||||||||
17,101,191 | Henderson Receivables LLC, Series 06-4A, Class A1, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .20%, 2.69%, due 12/15/41 | 14,751,146 | |||||||||||||
25,541,394 | TIB Card Receivables Fund, 144A, FGIC, Variable Rate, 3 mo. LIBOR + .25%, 3.04%, due 01/05/14 | 21,661,656 | |||||||||||||
3,488,000 | Toll Road Investment Part II, Series B, 144A, MBIA, Zero Coupon, due 02/15/30 | 747,513 | |||||||||||||
35,000,000 | Toll Road Investment Part II, Series C, 144A, MBIA, Zero Coupon, due 02/15/37 | 4,515,000 | |||||||||||||
Total Insured Other | 126,743,168 | ||||||||||||||
Insured Residential Asset-Backed Securities (United States) — 0.1% | |||||||||||||||
4,233,954 | Ameriquest Mortgage Securities, Inc., Series 04-R6, Class A1, XL, Variable Rate, 1 mo. LIBOR + .21%, 2.68%, due 07/25/34 | 3,281,738 | |||||||||||||
4,855,915 | Citigroup Mortgage Loan Trust, Inc., Series 03-HE3, Class A, AMBAC, Variable Rate, 1 mo. LIBOR + .38%, 2.85%, due 12/25/33 | 3,788,100 | |||||||||||||
36,291 | Quest Trust, Series 03-X4A, Class A, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .43%, 2.90%, due 12/25/33 | 35,565 | |||||||||||||
1,282,066 | Quest Trust, Series 04-X1, Class A, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .33%, 2.80%, due 03/25/34 | 961,677 | |||||||||||||
Total Insured Residential Asset-Backed Securities (United States) | 8,067,080 |
See accompanying notes to the financial statements.
12
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Insured Residential Mortgage-Backed Securities (United States) — 0.6% | |||||||||||||||
795,514 | Chevy Chase Mortgage Funding Corp., Series 03-4A, Class A1, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .34%, 2.81%, due 10/25/34 | 540,949 | |||||||||||||
1,780,154 | Chevy Chase Mortgage Funding Corp., Series 04-1A, Class A2, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .33%, 2.80%, due 01/25/35 | 1,157,100 | |||||||||||||
27,431,499 | Countrywide Home Equity Loan Trust, Series 07-E, Class A, MBIA, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 06/15/37 | 13,852,907 | |||||||||||||
10,000,000 | GMAC Mortgage Corp. Loan Trust, Series 04-HE3, Class A3, FSA, Variable Rate, 1 mo. LIBOR + .23%, 2.70%, due 10/25/34 | 9,169,000 | |||||||||||||
860,460 | GreenPoint Home Equity Loan Trust, Series 04-1, Class A, AMBAC, Variable Rate, 1 mo. LIBOR + .23%, 2.93%, due 07/25/29 | 648,526 | |||||||||||||
877,944 | GreenPoint Home Equity Loan Trust, Series 04-4, Class A, AMBAC, Variable Rate, 1 mo. LIBOR + .28%, 3.03%, due 08/15/30 | 652,347 | |||||||||||||
1,940,130 | Lehman ABS Corp., Series 04-2, Class A, AMBAC, Variable Rate, 1 mo. LIBOR + .22%, 2.91%, due 06/25/34 | 1,261,084 | |||||||||||||
589,788 | Residential Funding Mortgage Securities II, Series 03-HS1, Class AII, FGIC, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 12/25/32 | 353,873 | |||||||||||||
6,259,149 | SBI Heloc Trust, Series 05-HE1, Class 1A, 144A, FSA, Variable Rate, 1 mo. LIBOR + .19%, 2.66%, due 11/25/35 | 5,231,396 | |||||||||||||
3,123,294 | Wachovia Asset Securitization, Inc., Series 02-HE1, Class A, AMBAC, Variable Rate, 1 mo. LIBOR + .37%, 2.84%, due 09/27/32 | 2,661,376 | |||||||||||||
3,034,301 | Wachovia Asset Securitization, Inc., Series 04-HE1, Class A, MBIA, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 06/25/34 | 2,430,000 | |||||||||||||
Total Insured Residential Mortgage-Backed Securities (United States) | 37,958,558 | ||||||||||||||
Insured Time Share — 0.6% | |||||||||||||||
2,006,808 | Cendant Timeshare Receivables Funding LLC, Series 04-1A, Class A2, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 05/20/16 | 1,806,017 | |||||||||||||
4,466,840 | Cendant Timeshare Receivables Funding LLC, Series 05-1A, Class A2, 144A, FGIC, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 05/20/17 | 3,840,784 | |||||||||||||
7,554,131 | Sierra Receivables Funding Co., Series 06-1A, Class A2, 144A, MBIA, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 05/20/18 | 6,388,212 | |||||||||||||
7,153,986 | Sierra Receivables Funding Co., Series 07-1A, Class A2, 144A, FGIC, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 03/20/19 | 5,937,809 | |||||||||||||
23,875,817 | Sierra Receivables Funding Co., Series 07-2A, Class A2, 144A, MBIA, Variable Rate, 1 mo. LIBOR + 1.00%, 3.47%, due 09/20/19 | 20,332,478 | |||||||||||||
Total Insured Time Share | 38,305,300 |
See accompanying notes to the financial statements.
13
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Insured Transportation — 0.1% | |||||||||||||||
8,500,000 | GE Seaco Finance SRL, Series 04-1A, Class A, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .30%, 2.77%, due 04/17/19 | 7,288,750 | |||||||||||||
Investment Grade Corporate Collateralized Debt Obligations — 3.2% | |||||||||||||||
20,000,000 | Counts Trust, Series 04-2, 144A, Variable Rate, 3 mo. LIBOR + .95%, 3.75%, due 09/20/09 | 19,964,000 | |||||||||||||
10,000,000 | Morgan Stanley ACES SPC, Series 04-12, Class A, 144A, Variable Rate, 3 mo. LIBOR + .60%, 3.39%, due 08/05/09 | 9,500,000 | |||||||||||||
7,000,000 | Morgan Stanley ACES SPC, Series 04-12, Class I, 144A, Variable Rate, 3 mo. LIBOR + 0.80%, 3.39%, due 08/05/09 | 6,499,500 | |||||||||||||
6,000,000 | Morgan Stanley ACES SPC, Series 04-15, Class I, 144A, Variable Rate, 3 mo. LIBOR + .45%, 3.25%, due 12/20/09 | 5,742,000 | |||||||||||||
11,000,000 | Morgan Stanley ACES SPC, Series 04-15, Class II, 144A, Variable Rate, 3 mo. LIBOR + .65%, 3.45%, due 12/20/09 | 10,235,500 | |||||||||||||
3,000,000 | Morgan Stanley ACES SPC, Series 04-15, Class III, 144A, Variable Rate, 3 mo. LIBOR + .75%, 3.55%, due 12/20/09 | 2,715,000 | |||||||||||||
16,000,000 | Morgan Stanley ACES SPC, Series 05-10, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .52%, 3.32%, due 03/20/10 | 14,496,000 | |||||||||||||
30,000,000 | Morgan Stanley ACES SPC, Series 05-15, Class A, 144A, Variable Rate, 3 mo. LIBOR + .40%, 3.20%, due 12/20/10 | 27,480,000 | |||||||||||||
16,000,000 | Morgan Stanley ACES SPC, Series 05-2A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .45%, 3.25%, due 03/20/10 | 14,752,000 | |||||||||||||
46,000,000 | Morgan Stanley ACES SPC, Series 06-13A, Class A, 144A, Variable Rate, 3 mo. LIBOR + .29%, 3.09%, due 06/20/13 | 31,165,000 | |||||||||||||
15,000,000 | Prism Orso Trust, Series 04-MAPL, Class CERT, 144A, Variable Rate, 3 mo. LIBOR + .70%, 3.50%, due 08/01/11 | 13,924,500 | |||||||||||||
49,000,000 | Reve SPC, 144A, Variable Rate, 3 mo. LIBOR + .22%, 3.02%, due 03/20/14 | 37,546,250 | |||||||||||||
30,000,000 | Salisbury International Investments Ltd., Variable Rate, 3 mo. LIBOR + .42%, 3.22%, due 06/22/10 | 24,795,000 | |||||||||||||
Total Investment Grade Corporate Collateralized Debt Obligations | 218,814,750 | ||||||||||||||
Rate Reduction Bonds — 1.0% | |||||||||||||||
1,055,172 | Connecticut RRB Special Purpose Trust CL&P-1, Series 01-1, Class A4, Variable Rate, 3 mo. LIBOR + .31%, 3.11%, due 12/30/10 | 1,053,749 | |||||||||||||
23,000,000 | Massachusetts RRB Special Purpose Trust, Series 05-1, Class A3, 4.13%, due 09/15/13 | 22,920,190 |
See accompanying notes to the financial statements.
14
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Rate Reduction Bonds — continued | |||||||||||||||
30,000,000 | PG&E Energy Recovery Funding LLC, Series 05-1, Class A4, 4.37%, due 06/25/14 | 29,587,500 | |||||||||||||
11,895,056 | PG&E Energy Recovery Funding LLC, Series 05-2, Class A1, 4.85%, due 06/25/11 | 11,940,257 | |||||||||||||
4,359,573 | PSE&G Transition Funding LLC, Series 01-1, Class A4, Variable Rate, 3 mo. LIBOR + .30%, 3.08%, due 06/15/11 | 4,351,203 | |||||||||||||
Total Rate Reduction Bonds | 69,852,899 | ||||||||||||||
Residential Asset-Backed Securities (United States) — 15.7% | |||||||||||||||
1,119,337 | Accredited Mortgage Loan Trust, Series 04-4, Class A1B, Variable Rate, 1 mo. LIBOR + .39%, 2.86%, due 01/25/35 | 938,144 | |||||||||||||
3,980,817 | Accredited Mortgage Loan Trust, Series 07-1, Class A1, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 02/25/37 | 3,840,903 | |||||||||||||
238,188 | ACE Securities Corp., Series 05-AG1, Class A2B, Variable Rate, 1 mo. LIBOR + .21%, 2.68%, due 08/25/35 | 232,233 | |||||||||||||
2,730,757 | ACE Securities Corp., Series 05-ASP1, Class A2B, Variable Rate, 1 mo. LIBOR + .21%, 2.68%, due 09/25/35 | 2,662,488 | |||||||||||||
7,000,000 | ACE Securities Corp., Series 05-ASP1, Class A2C, Variable Rate, 1 mo. LIBOR + .27%, 2.74%, due 09/25/35 | 5,600,000 | |||||||||||||
4,397,448 | ACE Securities Corp., Series 06-ASL1, Class A, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 02/25/36 | 1,539,107 | |||||||||||||
23,662,168 | ACE Securities Corp., Series 06-ASP1, Class A2B, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 12/25/35 | 21,769,195 | |||||||||||||
23,207,894 | ACE Securities Corp., Series 06-ASP2, Class A2B, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 03/25/36 | 22,279,578 | |||||||||||||
10,000,000 | ACE Securities Corp., Series 06-ASP2, Class A2C, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 03/25/36 | 7,200,000 | |||||||||||||
17,000,000 | ACE Securities Corp., Series 06-ASP4, Class A2B, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 08/25/36 | 15,300,000 | |||||||||||||
24,000,000 | ACE Securities Corp., Series 06-ASP5, Class A2C, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 10/25/36 | 13,909,680 | |||||||||||||
2,027,021 | ACE Securities Corp., Series 06-CW1, Class A2A, Variable Rate, 1 mo. LIBOR + .05%, 2.52%, due 07/25/36 | 1,949,771 | |||||||||||||
22,000,000 | ACE Securities Corp., Series 06-CW1, Class A2B, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 07/25/36 | 20,130,000 | |||||||||||||
7,000,000 | ACE Securities Corp., Series 06-HE2, Class A2C, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 05/25/36 | 5,309,293 |
See accompanying notes to the financial statements.
15
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — continued | |||||||||||||||
17,500,000 | ACE Securities Corp., Series 06-HE3, Class A2B, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 06/25/36 | 16,340,625 | |||||||||||||
13,000,000 | ACE Securities Corp., Series 06-OP1, Class A2C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 04/25/36 | 9,590,880 | |||||||||||||
5,716,139 | ACE Securities Corp., Series 06-SL1, Class A, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 09/25/35 | 1,429,035 | |||||||||||||
12,791,057 | ACE Securities Corp., Series 06-SL3, Class A1, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 06/25/36 | 2,865,197 | |||||||||||||
14,036,000 | ACE Securities Corp., Series 06-SL3, Class A2, Variable Rate, 1 mo. LIBOR + .17%, 2.64%, due 06/25/36 | 2,035,220 | |||||||||||||
25,587,618 | ACE Securities Corp., Series 07-HE1, Class A2A, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 01/25/37 | 22,788,332 | |||||||||||||
14,159,263 | ACE Securities Corp., Series 07-WM1, Class A2A, Variable Rate, 1 mo. LIBOR + .07%, 2.54%, due 11/25/36 | 11,245,287 | |||||||||||||
15,343,902 | Alliance Bancorp Trust, Series 07-S1, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 05/25/37 | 3,222,220 | |||||||||||||
4,100,651 | Argent Securities, Inc., Series 04-W8, Class A5, Variable Rate, 1 mo. LIBOR + .52%, 2.99%, due 05/25/34 | 2,842,264 | |||||||||||||
75,067,000 | Argent Securities, Inc., Series 06-M1, Class A2C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 07/25/36 | 48,113,255 | |||||||||||||
18,000,000 | Argent Securities, Inc., Series 06-M2, Class A2B, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 09/25/36 | 16,114,320 | |||||||||||||
25,032,159 | Argent Securities, Inc., Series 06-W2, Class A2B, Variable Rate, 1 mo. LIBOR + .19%, 2.66%, due 03/25/36 | 22,304,905 | |||||||||||||
4,065,960 | Argent Securities, Inc., Series 06-W4, Class A2B, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 05/25/36 | 3,960,977 | |||||||||||||
13,000,000 | Argent Securities, Inc., Series 06-W5, Class A2C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 06/25/36 | 9,305,156 | |||||||||||||
19,000,000 | Asset Backed Funding Certificates, Series 06-OPT2, Class A3B, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 10/25/36 | 17,117,812 | |||||||||||||
13,500,000 | Asset Backed Funding Certificates, Series 06-OPT2, Class A3C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 10/25/36 | 8,966,953 | |||||||||||||
3,685,211 | Asset Backed Funding Certificates, Series 06-OPT3, Class A3A, Variable Rate, 1 mo. LIBOR + .06%, 2.53%, due 11/25/36 | 3,500,950 | |||||||||||||
50,404,815 | Asset Backed Funding Certificates, Series 07-NC1, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 05/25/37 | 44,939,043 | |||||||||||||
8,993,415 | Bayview Financial Acquisition Trust, Series 04-B, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .50%, 3.47%, due 05/28/39 | 7,374,601 |
See accompanying notes to the financial statements.
16
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — continued | |||||||||||||||
9,353,152 | Bayview Financial Acquisition Trust, Series 04-B, Class A2, 144A, Variable Rate, 1 mo. LIBOR + .65%, 3.77%, due 05/28/39 | 7,576,053 | |||||||||||||
15,000,000 | Bayview Financial Acquisition Trust, Series 05-A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .50%, 2.97%, due 02/28/40 | 12,826,758 | |||||||||||||
6,866,374 | Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A1, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 11/25/36 | 6,155,017 | |||||||||||||
10,000,000 | Bear Stearns Asset Backed Securities, Inc., Series 07-AQ1, Class A2, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 11/25/36 | 6,477,000 | |||||||||||||
11,653,653 | Bear Stearns Mortgage Funding Trust, Series 07-SL2, Class 1A, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 02/25/37 | 2,634,891 | |||||||||||||
27,616,486 | Carrington Mortgage Loan Trust, Series 06-NC1, Class A2, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 01/25/36 | 26,992,354 | |||||||||||||
8,198,535 | Carrington Mortgage Loan Trust, Series 07-FRE1, Class A1, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 02/25/37 | 7,458,207 | |||||||||||||
47,000,000 | Carrington Mortgage Loan Trust, Series 07-FRE1, Class A2, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 02/25/37 | 37,379,100 | |||||||||||||
16,500,000 | Centex Home Equity, Series 06-A, Class AV3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 06/25/36 | 13,929,300 | |||||||||||||
486,206 | Chase Funding Mortgage Loan Trust, Series 03-3, Class 2A2, Variable Rate, 1 mo. LIBOR + .27%, 3.01%, due 04/25/33 | 426,549 | |||||||||||||
202,624 | Citigroup Mortgage Loan Trust, Inc., Series 04-OPT1, Class A1B, Variable Rate, 1 mo. LIBOR + .41%, 2.88%, due 10/25/34 | 128,605 | |||||||||||||
14,500,000 | Citigroup Mortgage Loan Trust, Inc., Series 06-HE3, Class A2C, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 12/25/36 | 7,686,450 | |||||||||||||
1,862,215 | Citigroup Mortgage Loan Trust, Inc., Series 06-WMC1, Class A2B, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 12/25/35 | 1,852,904 | |||||||||||||
46,500,000 | Countrywide Asset-Backed Certificates, Series 06-BC3, Class 2A2, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 02/25/37 | 37,170,937 | |||||||||||||
16,589,699 | Countrywide Asset-Backed Certificates, Series 06-BC5, Class 2A1, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 03/25/37 | 15,565,804 | |||||||||||||
9,685,159 | Credit-Based Asset Servicing & Securitization, Series 06-RP1, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 04/25/36 | 9,421,844 | |||||||||||||
639,658 | Equity One ABS, Inc., Series 04-1, Class AV2, Variable Rate, 1 mo. LIBOR + .30%, 2.77%, due 04/25/34 | 402,585 | |||||||||||||
9,523,019 | First Franklin Mortgage Loan Asset Backed Certificates, Series 06-FF18, Class A2A, Variable Rate, 1 mo. LIBOR + .07%, 2.54%, due 12/25/37 | 9,281,991 | |||||||||||||
18,500,000 | First Franklin Mortgage Loan Asset Backed Certificates, Series 06-FF5, Class 2A3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 04/25/36 | 14,990,781 |
See accompanying notes to the financial statements.
17
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — continued | |||||||||||||||
7,483,378 | Fremont Home Loan Trust, Series 06-A, Class 1A2, Variable Rate, 1 mo. LIBOR + .19%, 2.67%, due 05/25/36 | 5,537,700 | |||||||||||||
8,872,779 | Fremont Home Loan Trust, Series 06-B, Class 2A2, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 08/25/36 | 8,581,641 | |||||||||||||
23,625,000 | Fremont Home Loan Trust, Series 06-B, Class 2A3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 08/25/36 | 13,643,437 | |||||||||||||
12,646,804 | GE-WMC Mortgage Securities, Series 05-2, Class A2B, Variable Rate, 1 mo. LIBOR + .17%, 2.64%, due 12/25/35 | 12,204,166 | |||||||||||||
19,000,000 | GE-WMC Mortgage Securities, Series 06-1, Class A2B, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 08/25/36 | 13,176,500 | |||||||||||||
452,187 | Home Equity Asset Trust, Series 05-4, Class 2A2, Variable Rate, 1 mo. LIBOR + .23%, 2.70%, due 10/25/35 | 450,469 | |||||||||||||
4,652,864 | Household Home Equity Loan Trust, Series 05-2, Class A2, Variable Rate, 1 mo. LIBOR + .31%, 2.78%, due 01/20/35 | 3,771,728 | |||||||||||||
5,324,836 | Household Home Equity Loan Trust, Series 05-3, Class A2, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 01/20/35 | 4,349,726 | |||||||||||||
16,536,024 | Household Home Equity Loan Trust, Series 06-1, Class A1, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 01/20/36 | 14,189,976 | |||||||||||||
38,000,000 | J.P. Morgan Mortgage Acquisition Corp., Series 06-WMC4, Class A3, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 12/25/36 | 17,100,000 | |||||||||||||
5,924,673 | Long Beach Mortgage Loan Trust, Series 05-WL2, Class 3A1, Variable Rate, 1 mo. LIBOR + .18%, 2.65%, due 08/25/35 | 5,331,080 | |||||||||||||
9,499,408 | Master Asset-Backed Securities Trust, Series 05-FRE1, Class A4, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 10/25/35 | 8,556,117 | |||||||||||||
14,375,261 | Master Asset-Backed Securities Trust, Series 06-AM3, Class A2, Variable Rate, 1 mo. LIBOR + .13%, 2.60%, due 10/25/36 | 13,624,873 | |||||||||||||
25,910,000 | Master Asset-Backed Securities Trust, Series 06-FRE2, Class A4, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 03/25/36 | 16,315,527 | |||||||||||||
14,300,000 | Master Asset-Backed Securities Trust, Series 06-HE2, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 06/25/36 | 7,722,000 | |||||||||||||
30,390,000 | Master Asset-Backed Securities Trust, Series 06-HE3, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 08/25/36 | 14,757,384 | |||||||||||||
17,000,000 | Master Asset-Backed Securities Trust, Series 06-NC3, Class A4, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 10/25/36 | 9,693,400 | |||||||||||||
29,416,664 | Master Asset-Backed Securities Trust, Series 06-WMC1, Class A2, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 02/25/36 | 28,431,206 | |||||||||||||
9,197,544 | Master Second Lien Trust, Series 06-1, Class A, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 03/25/36 | 2,059,330 |
See accompanying notes to the financial statements.
18
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — continued | |||||||||||||||
23,833,123 | Merrill Lynch Mortgage Investors, Series 07-HE2, Class A2A, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 02/25/37 | 22,688,947 | |||||||||||||
4,864,933 | Morgan Stanley ABS Capital I, Series 04-SD1, Class A, Variable Rate, 1 mo. LIBOR + .40%, 2.87%, due 08/25/34 | 3,891,946 | |||||||||||||
40,000,000 | Morgan Stanley ABS Capital I, Series 07-HE4, Class A2C, Variable Rate, 1 mo. LIBOR + .23%, 2.70%, due 02/25/37 | 18,500,000 | |||||||||||||
27,500,000 | Morgan Stanley Home Equity Loans, Series 06-3, Class A3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 04/25/36 | 16,500,000 | |||||||||||||
19,363,367 | Morgan Stanley Home Equity Loans, Series 07-2, Class A1, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 04/25/37 | 17,717,480 | |||||||||||||
11,500,000 | Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 11/25/36 | 6,900,000 | |||||||||||||
16,016,000 | Nomura Home Equity Loan, Inc., Series 06-FM1, Class 2A2, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 11/25/35 | 14,794,780 | |||||||||||||
163,051 | Option One Mortgage Loan Trust, Series 05-3, Class A4, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 08/25/35 | 142,925 | |||||||||||||
1,118,045 | People's Choice Home Loan Securities Trust, Series 05-3, Class 1A2, Variable Rate, 1 mo. LIBOR + .27%, 2.74%, due 08/25/35 | 982,079 | |||||||||||||
14,750,285 | People's Choice Home Loan Securities Trust, Series 05-4, Class 1A2, Variable Rate, 1 mo. LIBOR + .26%, 2.73%, due 12/25/35 | 12,756,046 | |||||||||||||
20,151,469 | RAAC Series Trust, Series 06-SP1, Class A2, Variable Rate, 1 mo. LIBOR + .19%, 2.66%, due 09/25/45 | 19,306,839 | |||||||||||||
4,530,347 | Residential Asset Mortgage Products, Inc., Series 05-RS4, Class A3, Variable Rate, 1 mo. LIBOR + .23%, 2.70%, due 04/25/35 | 4,295,335 | |||||||||||||
5,830,477 | Residential Asset Mortgage Products, Inc., Series 05-RS8, Class A2, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 10/25/33 | 4,674,294 | |||||||||||||
47,742,660 | Residential Asset Mortgage Products, Inc., Series 05-RS9, Class Al3, FGIC, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 11/25/35 | 17,674,333 | |||||||||||||
8,415,640 | Residential Asset Mortgage Products, Inc., Series 06-RZ4, Class A1, Variable Rate, 1 mo. LIBOR + .09%, 2.56%, due 10/25/36 | 8,226,288 | |||||||||||||
17,217,934 | Residential Asset Securities Corp., Series 05-KS12, Class A2, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 01/25/36 | 16,460,345 | |||||||||||||
14,779,928 | Residential Asset Securities Corp., Series 07-KS3, Class AI1, Variable Rate, 1 mo. LIBOR + .11%, 2.58%, due 04/25/37 | 13,893,132 | |||||||||||||
279,557 | Saxon Asset Securities Trust, Series 04-1, Class A, Variable Rate, 1 mo. LIBOR + .27%, 3.01%, due 03/25/35 | 170,136 | |||||||||||||
9,000,000 | Securitized Asset Backed Receivables LLC, Series 06-NC1, Class A2, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 03/25/36 | 7,964,086 |
See accompanying notes to the financial statements.
19
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Asset-Backed Securities (United States) — continued | |||||||||||||||
6,038,387 | Security National Mortgage Loan Trust, Series 06-2A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 10/25/36 | 5,676,084 | |||||||||||||
4,109,692 | SG Mortgage Securities Trust, Series 05-OPT1, Class A2, Variable Rate, 1 mo. LIBOR + .26%, 2.73%, due 10/25/35 | 2,965,554 | |||||||||||||
5,800,671 | Soundview Home Equity Loan Trust, Series 07-NS1, Class A1, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 01/25/37 | 5,502,480 | |||||||||||||
20,000,000 | Specialty Underwriting & Residential Finance, Series 06-BC3, Class A2C, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 06/25/37 | 16,242,969 | |||||||||||||
13,000,000 | Structured Asset Investment Loan Trust, Series 06-1, Class A3, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 01/25/36 | 11,013,638 | |||||||||||||
10,297,341 | Structured Asset Securities Corp., Series 05-S6, Class A2, Variable Rate, 1 mo. LIBOR + .29%, 2.76%, due 11/25/35 | 5,148,671 | |||||||||||||
26,023,613 | Yale Mortgage Loan Trust, Series 07-1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .40%, 2.87%, due 06/25/37 | 19,517,710 | |||||||||||||
Total Residential Asset-Backed Securities (United States) | 1,068,176,911 | ||||||||||||||
Residential Mortgage-Backed Securities (Australian) — 3.9% | |||||||||||||||
7,708,613 | Australian Mortgage Securities II, Series G3, Class A1A, Variable Rate, 3 mo. LIBOR + .21%, 3.00%, due 01/10/35 | 7,372,749 | |||||||||||||
8,656,575 | Crusade Global Trust, Series 04-2, Class A1, Variable Rate, 3 mo. LIBOR + .13%, 2.94%, due 11/19/37 | 8,107,783 | |||||||||||||
4,123,699 | Crusade Global Trust, Series 05-1, Class A1, Variable Rate, 3 mo. LIBOR + .06%, 2.87%, due 06/17/37 | 3,830,545 | |||||||||||||
13,897,745 | Crusade Global Trust, Series 06-1, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .06%, 2.85%, due 07/20/38 | 12,796,738 | |||||||||||||
23,407,012 | Crusade Global Trust, Series 07-1, Class A1, Variable Rate, 3 mo. LIBOR + .06%, 2.85%, due 04/19/38 | 21,786,053 | |||||||||||||
6,557,507 | Interstar Millennium Trust, Series 03-3G, Class A2, Variable Rate, 3 mo. LIBOR + .25%, 3.06%, due 09/27/35 | 6,126,154 | |||||||||||||
6,693,337 | Interstar Millennium Trust, Series 03-5G, Class A2, Variable Rate, 3 mo. LIBOR + .25%, 3.04%, due 01/20/36 | 6,246,624 | |||||||||||||
41,611,835 | Interstar Millennium Trust, Series 04-2G, Class A, Variable Rate, 3 mo. LIBOR + .20%, 2.98%, due 03/14/36 | 38,876,273 | |||||||||||||
3,192,064 | Interstar Millennium Trust, Series 05-1G, Class A, Variable Rate, 3 mo. LIBOR + .12%, 2.82%, due 12/08/36 | 3,020,651 | |||||||||||||
4,320,158 | Interstar Millennium Trust, Series 06-2GA, Class A2, 144A, Variable Rate, 3 mo. LIBOR + .08%, 2.89%, due 05/27/38 | 4,013,513 |
See accompanying notes to the financial statements.
20
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Mortgage-Backed Securities (Australian) — continued | |||||||||||||||
4,683,286 | Medallion Trust, Series 03-1G, Class A, Variable Rate, 3 mo. LIBOR + .19%, 2.99%, due 12/21/33 | 4,379,762 | |||||||||||||
6,359,970 | Medallion Trust, Series 04-1G, Class A1, Variable Rate, 3 mo. LIBOR + .13%, 2.94%, due 05/25/35 | 5,982,824 | |||||||||||||
3,403,561 | Medallion Trust, Series 05-1G, Class A1, Variable Rate, 3 mo. LIBOR + .08%, 2.88%, due 05/10/36 | 3,219,016 | |||||||||||||
15,730,194 | Medallion Trust, Series 06-1G, Class A1, Variable Rate, 3 mo. LIBOR + .05%, 2.83%, due 06/14/37 | 14,794,531 | |||||||||||||
10,354,243 | Medallion Trust, Series 07-1G, Class A1, Variable Rate, 3 mo. LIBOR + .04%, 2.85%, due 02/27/39 | 9,949,185 | |||||||||||||
9,437,949 | National RMBS Trust, Series 04-1, Class A1, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 03/20/34 | 8,908,480 | |||||||||||||
21,822,208 | National RMBS Trust, Series 06-3, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.86%, due 10/20/37 | 20,551,719 | |||||||||||||
25,250,000 | Puma Finance Ltd., Series G5, Class A1, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.88%, due 02/21/38 | 23,323,425 | |||||||||||||
28,623,092 | Superannuation Members Home Loans Global Fund, Series 07-1, Class A1, Variable Rate, 3 mo. LIBOR + .06%, 2.85%, due 06/12/40 | 26,071,487 | |||||||||||||
2,768,491 | Superannuation Members Home Loans Global Fund, Series 4A, Class A, Variable Rate, 3 mo. LIBOR + .22%, 3.01%, due 10/09/29 | 2,645,415 | |||||||||||||
1,553,093 | Superannuation Members Home Loans Global Fund, Series 6, Class A, Variable Rate, 3 mo. LIBOR + .16%, 2.96%, due 11/09/35 | 1,466,586 | |||||||||||||
3,321,261 | Superannuation Members Home Loans Global Fund, Series 7, Class A1, Variable Rate, 3 mo. LIBOR + .14%, 2.82%, due 03/09/36 | 3,129,614 | |||||||||||||
2,991,411 | Superannuation Members Home Loans Global Fund, Series 8, Class A1, Variable Rate, 3 mo. LIBOR + .07%, 2.86%, due 01/12/37 | 2,788,235 | |||||||||||||
9,025,597 | Westpac Securitization Trust, Series 05-1G, Class A1, Variable Rate, 3 mo. LIBOR + .07%, 2.87%, due 03/23/36 | 8,478,104 | |||||||||||||
21,346,392 | Westpac Securitization Trust, Series 07-1G, Class A2A, Variable Rate, 3 mo. LIBOR + .05%, 2.86%, due 05/21/38 | 19,990,255 | |||||||||||||
Total Residential Mortgage-Backed Securities (Australian) | 267,855,721 | ||||||||||||||
Residential Mortgage-Backed Securities (European) — 5.6% | |||||||||||||||
16,600,000 | Aire Valley Mortgages, Series 06-1A, Class 1A, 144A, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 09/20/66 | 16,060,500 | |||||||||||||
20,000,000 | Aire Valley Mortgages, Series 07-1A, Class 1A2, 144A, Variable Rate, 3 mo. LIBOR + .09%, 2.89%, due 03/20/30 | 19,120,000 |
See accompanying notes to the financial statements.
21
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Mortgage-Backed Securities (European) — continued | |||||||||||||||
16,000,000 | Arkle Master Issuer Plc, Series 06-1A, Class 3A, 144A, Variable Rate, 3 mo. LIBOR + .05%, 2.86%, due 08/17/11 | 15,633,600 | |||||||||||||
16,000,000 | Arkle Master Issuer Plc, Series 06-1A, Class 4A1, 144A, Variable Rate, 3 mo. LIBOR + .09%, 2.90%, due 02/17/52 | 14,880,000 | |||||||||||||
40,000,000 | Brunel Residential Mortgages, Series 07-1A, Class A4C, 144A, Variable Rate, 3 mo. LIBOR + .10%, 2.89%, due 01/13/39 | 36,880,000 | |||||||||||||
5,196,293 | Gracechurch Mortgage Funding Plc, Series 1A, Class A2B, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.86%, due 10/11/41 | 5,032,194 | |||||||||||||
11,848,656 | Granite Master Issuer Plc, Series 06-2, Class A4, Variable Rate, 3 mo. LIBOR + .04%, 2.83%, due 12/20/54 | 11,019,250 | |||||||||||||
820,982 | Granite Master Issuer Plc, Series 07-1, Class 1A1, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 12/20/30 | 788,142 | |||||||||||||
7,006,447 | Granite Mortgages Plc, Series 04-3, Class 2A1, Variable Rate, 3 mo. LIBOR + .14%, 2.94%, due 09/20/44 | 6,859,592 | |||||||||||||
49,000,000 | Holmes Financing Plc, Series 10A, Class 4A1, 144A, Variable Rate, 3 mo. LIBOR + .08%, 2.87%, due 07/15/40 | 46,996,880 | |||||||||||||
12,000,000 | Holmes Master Issuer Plc, Series 07-2A, Class 3A1, Variable Rate, 1 mo. LIBOR + .08%, 2.87%, due 07/15/21 | 11,486,250 | |||||||||||||
28,480,065 | Kildare Securities Ltd., Series 07-1A, Class A2, 144A, Variable Rate, 3 mo. LIBOR + .06%, 2.76%, due 12/10/43 | 27,694,869 | |||||||||||||
1,778,400 | Leek Finance Plc, Series 14A, Class A2B, 144A, Variable Rate, 3 mo. LIBOR + .18%, 2.98%, due 09/21/36 | 1,738,386 | |||||||||||||
4,855,000 | Leek Finance Plc, Series 15A, Class AB, 144A, Variable Rate, 3 mo. LIBOR + .14%, 2.94%, due 03/21/37 | 4,636,525 | |||||||||||||
6,293,160 | Leek Finance Plc, Series 17A, Class A2B, 144A, Variable Rate, 3 mo. LIBOR + .14%, 2.94%, due 12/21/37 | 5,755,095 | |||||||||||||
14,000,000 | Mound Financing Plc, Series 5A, Class 2A, 144A, Variable Rate, 3 mo. LIBOR + .04%, 2.84%, due 05/08/16 | 13,623,680 | |||||||||||||
14,469,022 | Paragon Mortgages Plc, Series 12A, Class A2C, 144A, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 11/15/38 | 12,637,823 | |||||||||||||
9,688,417 | Paragon Mortgages Plc, Series 14A, Class A2C, 144A, Variable Rate, 3 mo. LIBOR + .1%, 2.88%, due 09/15/39 | 9,006,643 | |||||||||||||
8,779,260 | Paragon Mortgages Plc, Series 7A, Class A1A, 144A, Variable Rate, 3 mo. LIBOR, 3.01%, due 05/15/34 | 8,478,746 | |||||||||||||
46,000,000 | Pendeford Master Issuer Plc, Series 07-1A, Class 3A, 144A, Variable Rate, 3 mo. LIBOR + .10%, 2.90%, due 02/12/16 | 44,394,600 | |||||||||||||
8,640,000 | Permanent Financing Plc, Series 4, Class 3A, Variable Rate, 3 mo. LIBOR + .14%, 2.84%, due 03/10/24 | 8,569,083 |
See accompanying notes to the financial statements.
22
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Residential Mortgage-Backed Securities (European) — continued | |||||||||||||||
33,000,000 | Permanent Master Issuer Plc, Series 06-1, Class 5A, Variable Rate, 3 mo. LIBOR + 0.11%, 2.90%, due 07/15/33 | 31,201,500 | |||||||||||||
8,000,000 | Permanent Master Issuer Plc, Series 07-1, Class 4A, Variable Rate, 3 mo. LIBOR + .08%, 2.87%, due 10/15/33 | 7,511,680 | |||||||||||||
21,130,910 | RMAC Securities Plc, Series 06-NS4A, Class A1B, 144A, Variable Rate, 3 mo. LIBOR + .07%, 2.86%, due 06/12/25 | 20,873,113 | |||||||||||||
Total Residential Mortgage-Backed Securities (European) | 380,878,151 | ||||||||||||||
Residential Mortgage-Backed Securities (United States) — 0.1% | |||||||||||||||
1,066,058 | Chevy Chase Mortgage Funding Corp., Series 04-3A, Class A2, 144A, Variable Rate, 1 mo. LIBOR + .30%, 2.77%, due 08/25/35 | 692,937 | |||||||||||||
2,019,887 | GreenPoint Mortgage Funding Trust, Series 05-HE4, Class 2A3C, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 07/25/30 | 1,996,848 | |||||||||||||
4,586,126 | Mellon Residential Funding Corp., Series 04-TBC1, Class A, 144A, Variable Rate, 1 mo. LIBOR + .25%, 2.72%, due 02/26/34 | 3,760,624 | |||||||||||||
Total Residential Mortgage-Backed Securities (United States) | 6,450,409 | ||||||||||||||
Student Loans — 4.4% | |||||||||||||||
22,000,000 | College Loan Corp. Trust, Series 04-1, Class A2, Variable Rate, 3 mo. LIBOR + .11%, 2.91%, due 04/25/16 | 21,756,966 | |||||||||||||
15,500,000 | College Loan Corp. Trust, Series 06-1, Class A2, Variable Rate, 3 mo. LIBOR + .02%, 2.82%, due 04/25/22 | 15,293,850 | |||||||||||||
7,160,000 | College Loan Corp. Trust, Series 07-1, Class A1, Variable Rate, 3 mo. LIBOR + .01%, 2.81%, due 01/25/23 | 7,041,860 | |||||||||||||
26,000,000 | College Loan Corp. Trust, Series 07-2, Class A1, Variable Rate, 3 mo. LIBOR + .25%, 3.05%, due 01/25/24 | 25,722,814 | |||||||||||||
8,696,185 | Goal Capital Funding Trust, Series 06-1, Class A1, Variable Rate, 3 mo. LIBOR, 2.81%, due 08/25/20 | 8,646,530 | |||||||||||||
6,890,307 | Goal Capital Funding Trust, Series 07-1, Class A1, Variable Rate, 3 mo. LIBOR + .02%, 2.82%, due 06/25/21 | 6,735,275 | |||||||||||||
5,608,664 | Keycorp Student Loan Trust, Series 05-A, Class 2A1, Variable Rate, 3 mo. LIBOR + .05%, 2.86%, due 09/27/21 | 5,492,620 | |||||||||||||
5,358,600 | Montana Higher Education Student Assistance Corp., Series 05-1, Class A, Variable Rate, 3 mo. LIBOR + .04%, 2.84%, due 06/20/15 | 5,271,255 | |||||||||||||
17,348,483 | National Collegiate Student Loan Trust, Series 06-1, Class A2, Variable Rate, 1 mo. LIBOR + .14%, 2.61%, due 08/25/23 | 16,547,798 |
See accompanying notes to the financial statements.
23
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Student Loans — continued | |||||||||||||||
17,564,698 | National Collegiate Student Loan Trust, Series 06-A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .08%, 2.55%, due 08/26/19 | 15,983,875 | |||||||||||||
12,000,000 | Nelnet Student Loan Trust, Series 05-2, Class A4, Variable Rate, 3 mo. LIBOR + .08%, 2.88%, due 12/23/19 | 11,349,360 | |||||||||||||
23,747,270 | SLM Student Loan Trust, Series 05-1, Class A2, Variable Rate, 3 mo. LIBOR + .08%, 2.88%, due 04/27/20 | 23,155,369 | |||||||||||||
17,000,000 | SLM Student Loan Trust, Series 05-3, Class A3, Variable Rate, 3 mo. LIBOR + .03%, 2.83%, due 07/25/16 | 16,787,500 | |||||||||||||
30,000,000 | SLM Student Loan Trust, Series 05-3, Class A4, Variable Rate, 3 mo. LIBOR + .07%, 2.87%, due 04/27/20 | 28,650,000 | |||||||||||||
22,122,709 | SLM Student Loan Trust, Series 06-A, Class A2, Variable Rate, 3 mo. LIBOR + .03%, 3.09%, due 10/15/15 | 21,797,782 | |||||||||||||
31,000,000 | SLM Student Loan Trust, Series 07-2, Class A2, Variable Rate, 3 mo. LIBOR, 2.80%, due 07/25/17 | 29,856,720 | |||||||||||||
1,272,400 | SLM Student Loan Trust, Series 07-5, Class A1, Variable Rate, 3 mo. LIBOR - .01%, 2.79%, due 07/25/13 | 1,266,833 | |||||||||||||
7,500,000 | SLM Student Loan Trust, Series 07-6, Class A2, Variable Rate, 3 mo. LIBOR + .25%, 3.05%, due 01/25/19 | 7,211,250 | |||||||||||||
19,051,763 | SLM Student Loan Trust, Series 07-A, Class A1, Variable Rate, 3 mo. LIBOR + 0.03%, 2.81%, due 09/15/22 | 17,337,104 | |||||||||||||
15,000,000 | SLM Student Loan Trust, Series 08-6, Class A3, Variable Rate, 1 mo. LIBOR + .75%, 3.71%, due 01/25/19 | 14,817,187 | |||||||||||||
Total Student Loans | 300,721,948 | ||||||||||||||
Time Share — 0.1% | |||||||||||||||
8,954,733 | Sierra Receivables Funding Co., Series 08-1A, Class A2, 144A, Variable Rate, 1 mo. LIBOR + 4.00%, 6.47%, due 02/20/20 | 8,691,688 | |||||||||||||
Trade Receivables — 1.0% | |||||||||||||||
55,000,000 | ABS Global Finance Plc, Series 06-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .10%, 2.57%, due 12/17/10 | 54,147,500 | |||||||||||||
13,000,000 | SSCE Funding LLC, Series 04-1A, Class A, 144A, Variable Rate, 1 mo. LIBOR + .23%, 2.70%, due 11/15/10 | 12,756,250 | |||||||||||||
Total Trade Receivables | 66,903,750 | ||||||||||||||
Total Asset-Backed Securities | 6,356,704,178 |
See accompanying notes to the financial statements.
24
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) | Description | Value ($) | |||||||||||||
Corporate Debt — 0.3% | |||||||||||||||
22,000,000 | TIAA Global Markets, 144A, Variable Rate, 3 mo. LIBOR + .10%, 2.89%, due 01/12/11 | 21,678,583 | |||||||||||||
U.S. Government — 0.3% | |||||||||||||||
5,000,000 | U.S. Treasury Note, 3.13%, due 09/15/08 (a) | 5,002,344 | |||||||||||||
12,000,000 | U.S. Treasury Note, 2.38%, due 08/31/10 | 12,003,750 | |||||||||||||
Total U.S. Government | 17,006,094 | ||||||||||||||
U.S. Government Agency — 0.9% | |||||||||||||||
550,000 | Agency for International Development Floater (Support of Belize), Variable Rate, 6 mo. U.S. Treasury Bill + .50%, 2.47%, due 01/01/14 | 550,005 | |||||||||||||
1,879,375 | Agency for International Development Floater (Support of C.A.B.E.I), Variable Rate, 6 mo. LIBOR + .40%, 2.37%, due 10/01/12 | 1,874,695 | |||||||||||||
704,554 | Agency for International Development Floater (Support of Honduras), Variable Rate, 3 mo. U.S. Treasury Bill x 117%, 1.93%, due 10/01/11 | 700,592 | |||||||||||||
13,875,000 | Agency for International Development Floater (Support of India), Variable Rate, 3 mo. LIBOR + .10%, 2.90%, due 02/01/27 | 13,788,420 | |||||||||||||
3,458,770 | Agency for International Development Floater (Support of Jamaica), Variable Rate, 6 mo. U.S. Treasury Bill + .75%, 2.72%, due 03/30/19 | 3,473,954 | |||||||||||||
16,500,000 | Agency for International Development Floater (Support of Morocco), Variable Rate, 6 mo. LIBOR - .02%, 3.08%, due 02/01/25 | 16,304,079 | |||||||||||||
13,875,000 | Agency for International Development Floater (Support of Morocco), Variable Rate, 6 mo. LIBOR + .15%, 3.24%, due 10/29/26 | 13,857,795 | |||||||||||||
728,519 | Agency for International Development Floater (Support of Morocco), Variable Rate, 6 mo. U.S. Treasury Bill + .45%, 2.42%, due 11/15/14 | 725,794 | |||||||||||||
341,448 | Agency for International Development Floater (Support of Peru), Series A, Variable Rate, 6 mo. U.S. Treasury Bill + .35%, 2.32%, due 05/01/14 | 339,744 | |||||||||||||
969,126 | Agency for International Development Floater (Support of Peru), Series A, Variable Rate, 6 mo. U.S. Treasury Bill +.35%, 2.32%, due 05/01/14 | 964,290 | |||||||||||||
10,574,975 | Agency for International Development Floater (Support of Tunisia), Variable Rate, 6 mo. LIBOR, 3.09%, due 07/01/23 | 10,508,987 | |||||||||||||
583,334 | Agency for International Development Floater (Support of Zimbabwe), Variable Rate, 3 mo. U.S. Treasury Bill x 115%, 1.89%, due 01/01/12 | 577,137 | |||||||||||||
Total U.S. Government Agency | 63,665,492 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $7,175,100,304) | 6,459,054,347 |
See accompanying notes to the financial statements.
25
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
SHORT-TERM INVESTMENTS — 6.5% | |||||||||||||||
Money Market Funds — 3.9% | |||||||||||||||
262,390,575 | State Street Institutional Liquid Cash Reserves Fund-Institutional Class | 262,390,575 | |||||||||||||
Other Short-Term Investments — 2.6% | |||||||||||||||
25,000,000 | Amsterdam Funding Corp. Commercial Paper, 2.72%, due 10/14/2008 | 24,918,778 | |||||||||||||
45,000,000 | Antalis U.S. Funding Corp. Commercial Paper, 2.55%, due 09/09/2008 | 44,974,500 | |||||||||||||
20,000,000 | Antalis U.S. Funding Corp. Commercial Paper, 2.58%, due 09/25/2008 | 19,965,600 | |||||||||||||
20,000,000 | Nieuw Amsterdam Receivables Commercial Paper, 2.50% due 09/02/2008 | 19,998,611 | |||||||||||||
50,000,000 | Nieuw Amsterdam Receivables Commercial Paper, 2.55%, due 09/08/2008 | 49,975,208 | |||||||||||||
15,000,000 | Old Line Funding LLC Commercial Paper, 2.45%, due 09/02/2008 | 14,998,976 | |||||||||||||
5,000,000 | U.S. Treasury Bill, 1.69%, due 09/25/08 (a) (b) | 4,994,233 | |||||||||||||
Total Other Short-Term Investments | 179,825,906 | ||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $442,216,481) | 442,216,481 | ||||||||||||||
TOTAL INVESTMENTS — 101.3% (Cost $7,617,316,785) | 6,901,270,828 | ||||||||||||||
Other Assets and Liabilities (net) — (1.3%) | (86,544,668 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 6,814,726,160 |
See accompanying notes to the financial statements.
26
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
10/21/08 | EUR | 40,000,000 | $ | 58,531,900 | $ | 2,938,900 |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
501 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | $ | 56,080,688 | $ | (1,503 | ) |
Swap Agreements
Credit Default Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Annual Premium | Deliverable On Default | Market Value | |||||||||||||||||||||||||
60,000,000 | USD | 9/20/2010 | Morgan Stanley | Receive | 0.40 | % | Credit Swap Eagle | ||||||||||||||||||||||||
Creek CDO | $ | (3,512,403 | ) | ||||||||||||||||||||||||||||
31,000,000 | USD | 3/20/2013 | Morgan Stanley | Receive | 0.25 | % | MS Synthetic 2006-1 | (4,241,970 | ) | ||||||||||||||||||||||
28,000,000 | USD | 3/20/2015 | Lehman Brothers | Receive | 0.88 | % | Credit Swap AAA CDO | (8,004,889 | ) | ||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | (15,759,262 | ) |
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
40,000,000 | USD | 1/24/2011 | Goldman Sachs | (Pay) | 6.07 | % | 3 month LIBOR | $ | 2,392,604 | * | |||||||||||||||||||||
30,000,000 | USD | 2/7/2012 | Deutsche Bank AG | (Pay) | 4.33 | % | 3 month LIBOR | (588,631 | ) | ||||||||||||||||||||||
38,100,000 | USD | 2/24/2013 | JP Morgan Chase Bank | (Pay) | 4.54 | % | 3 month LIBOR | (520,586 | )** | ||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 1,283,387 |
See accompanying notes to the financial statements.
27
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
* Excludes unrealized losses of $4,887,149 incurred by GMO Alpha LIBOR Fund prior to transfer to the Fund on November 27, 2002.
** Excludes unrealized losses of $404,936 incurred by GMO Alpha LIBOR Fund prior to transfer to the Fund on March 31, 2004.
As of August 31, 2008, for the futures and/ or swap contracts held, the Fund had sufficient cash and/ or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
ACES - Aerolineas Centrales de Colombia
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
C.A.B.E.I. - Central American Bank of Economic Integration
CapMAC - Insured as to the payment of principal and interest by Capital Markets Assurance Corporation.
CDO - Collateralized Debt Obligation
CMBS - Collateralized Mortgage Backed Security
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FSA - Insured as to the payment of principal and interest by Financial Security Assurance.
LIBOR - London Interbank Offered Rate
MBIA - Insured as to the payment of principal and interest by MBIA Insurance Corp.
RMAC - Residential Mortgage Acceptance Corp.
RMBS - Residential Mortgage Backed Security
Variable rate - The rates shown on variable rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security.
XL - Insured as to the payment of principal and interest by XL Capital Assurance.
(a) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
(b) Rate shown represents yield-to-maturity.
Currency Abbreviations:
EUR - Euro
USD - United States Dollar
See accompanying notes to the financial statements.
28
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $7,617,316,785) (Note 2) | $ | 6,901,270,828 | |||||
Receivable for investments sold | 11,877,544 | ||||||
Receivable for Fund shares sold | 200,000 | ||||||
Dividends and interest receivable | 15,614,508 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 2,938,900 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 168 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 95,264 | ||||||
Total assets | 6,931,997,212 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 91,667,367 | ||||||
Payable for Fund shares repurchased | 5,400,000 | ||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 14,946 | ||||||
Interest payable for open swap contracts | 4,014 | ||||||
Payable for open swap contracts (Note 2) | 19,767,960 | ||||||
Accrued expenses | 416,765 | ||||||
Total liabilities | 117,271,052 | ||||||
Net assets | $ | 6,814,726,160 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 7,456,274,754 | |||||
Accumulated undistributed net investment income | 121,297,114 | ||||||
Accumulated net realized loss | (35,266,239 | ) | |||||
Net unrealized depreciation | (727,579,469 | ) | |||||
$ | 6,814,726,160 | ||||||
Net assets | $ | 6,814,726,160 | |||||
Shares outstanding: | 289,767,126 | ||||||
Net asset value per share: | $ | 23.52 |
See accompanying notes to the financial statements.
29
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Interest | $ | 121,779,321 | |||||
Dividends | 2,291,070 | ||||||
Total investment income | 124,070,391 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 418,048 | ||||||
Audit and tax fees | 39,652 | ||||||
Legal fees | 105,064 | ||||||
Trustees fees and related expenses (Note 3) | 40,193 | ||||||
Miscellaneous | 44,804 | ||||||
Total expenses | 647,761 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (566,352 | ) | |||||
Expense reductions (Note 2) | (282 | ) | |||||
Net expenses | 81,127 | ||||||
Net investment income (loss) | 123,989,264 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | 1,447,857 | ||||||
Closed futures contracts | (272,689 | ) | |||||
Closed swap contracts | (632,493 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | 1,377,559 | ||||||
Net realized gain (loss) | 1,920,234 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (237,701,950 | ) | |||||
Open futures contracts | 890,934 | ||||||
Open swap contracts | 2,929,108 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 4,204,907 | ||||||
Net unrealized gain (loss) | (229,677,001 | ) | |||||
Net realized and unrealized gain (loss) | (227,756,767 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (103,767,503 | ) |
See accompanying notes to the financial statements.
30
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 123,989,264 | $ | 413,372,282 | |||||||
Net realized gain (loss) | 1,920,234 | (2,015,394 | ) | ||||||||
Change in net unrealized appreciation (depreciation) | (229,677,001 | ) | (512,996,708 | ) | |||||||
Net increase (decrease) in net assets from operations | (103,767,503 | ) | (101,639,820 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
(46,964,224 | ) | (418,731,518 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
(705,956,876 | ) | 1,588,185,799 | |||||||||
Total increase (decrease) in net assets | (856,688,603 | ) | 1,067,814,461 | ||||||||
Net assets: | |||||||||||
Beginning of period | 7,671,414,763 | 6,603,600,302 | |||||||||
End of period (including accumulated undistributed net investment income of $121,297,114 and $44,272,074, respectively) | $ | 6,814,726,160 | $ | 7,671,414,763 |
See accompanying notes to the financial statements.
31
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Financial Highlights
(For a share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 24.03 | $ | 25.66 | $ | 25.60 | $ | 25.33 | $ | 25.18 | $ | 25.01 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.41 | 1.38 | 1.43 | 1.01 | 0.59 | 0.56 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.76 | ) | (1.64 | ) | 0.00 | (a) | (0.03 | ) | (0.09 | ) | 0.06 | (b) | |||||||||||||||
Total from investment operations | (0.35 | ) | (0.26 | ) | 1.43 | 0.98 | 0.50 | 0.62 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.16 | ) | (1.37 | ) | (1.37 | ) | (0.71 | ) | (0.34 | ) | (0.45 | ) | |||||||||||||||
From net realized gains | — | — | — | — | (0.01 | ) | — | ||||||||||||||||||||
Total distributions | (0.16 | ) | (1.37 | ) | (1.37 | ) | (0.71 | ) | (0.35 | ) | (0.45 | ) | |||||||||||||||
Net asset value, end of period | $ | 23.52 | $ | 24.03 | $ | 25.66 | $ | 25.60 | $ | 25.33 | $ | 25.18 | |||||||||||||||
Total Return(c) | (1.46 | )%** | (1.14 | )% | 5.68 | % | 3.89 | % | 2.01 | % | 2.48 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 6,814,726 | $ | 7,671,415 | $ | 6,603,600 | $ | 4,480,312 | $ | 3,483,889 | $ | 1,751,535 | |||||||||||||||
Net operating expenses to average daily net assets(d) | 0.00 | %* | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | |||||||||||||||
Interest expense to average daily net assets | — | — | 0.01 | % | 0.02 | % | — | 0.00 | %(e) | ||||||||||||||||||
Total net expenses to average daily net assets | 0.00 | %(f)(g)* | 0.00 | %(f)(g) | 0.01 | % | 0.02 | % | 0.00 | %(g) | 0.00 | %(g) | |||||||||||||||
Net investment income to average daily net assets | 3.41 | %* | 5.41 | % | 5.50 | % | 3.96 | % | 2.31 | % | 2.51 | % | |||||||||||||||
Portfolio turnover rate | 11 | %** | 27 | % | 68 | % | 45 | % | 34 | % | 33 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.01 | % | 0.02 | % | 0.02 | % | 0.02 | % | 0.02 | % |
(a) Net realized and unrealized gain (loss) was less than $0.01 per share.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain/loss for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(d) Net operating expenses were less than 0.01% to average daily net assets.
(e) Interest expense was less than 0.01% to average daily net assets.
(f) The net expense ratio does not include the effect of expense reductions.
(g) Total net expenses were less than 0.01% to average daily net assets.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
32
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Short-Duration Collateral Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return comparable to that of the JPMorgan U.S. 3 Month Cash Index. The Fund seeks to achieve its investment objective by investing primarily in high quality U.S. and foreign adjustable rate fixed income securities with low volatility (although market changes may indirectly result in volatility). Fixed income securities in which the Fund invests include securities issued by a wide range of private issuers and, to a lesser extent, securities issued by federal, state, local, and foreign governments (including securities neither guaranteed nor insured by the U.S. government). The Fund may invest a substantial portion of its assets in asset-backed securities, including, but not limited to, securities backed by pools of residential and commercial mortgages, credit-card receivables, home equity loans, automobile loans, educational loans, corporate and sovereign bonds, and bank loans made to corporations. In additio n, the Fund may invest in government securities, corporate debt securities, money market instruments, and commercial paper, and enter into credit default swaps, reverse repurchase agreements, and repurchase agreements. The Fund also may use exchange-traded and over-the-counter ("OTC") derivatives, including swap contracts, futures contracts, options on futures, options on swaps (or "swaptions"), and other types of options, and forward currency contracts. The Fund's fixed income securities primarily have adjustable interest rates (or may be hedged using derivatives to convert the fixed rate interest payments into adjustable rate interest payments), but may also include all types of interest rate, payment, and reset terms, including fixed rate, zero coupon, contingent, deferred, payment-in-kind, and auction rate features. The Fund may hold fixed income securities whose ratings after they were acquired were reduced below investment grade.
Shares of the Fund are not publicly offered and are principally available only to other funds of the Trust and certain accredited investors.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures
33
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund values debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund are valued on the basis of a price provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold and the differences could be material. As of August 31, 2008, the total value of these securities represented 35.45% of net assets.
The Fund directly invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level
34
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 17,006,094 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 5,841,989,371 | 5,331,504 | |||||||||
Level 3 - Significant Unobservable Inputs | 1,042,275,363 | — | |||||||||
Total | $ | 6,901,270,828 | $ | 5,331,504 |
* Other financial instruments include forward currency contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (1,503 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (16,868,479 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (16,869,982 | ) |
** Other financial instruments include futures contracts and swap agreements.
35
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 1,370,228,960 | $ | — | |||||||
Accrued discounts/premiums | (187 | ) | — | ||||||||
Realized gain (loss) | 31,527 | — | |||||||||
Change in unrealized appreciation/depreciation | (142,891,368 | ) | — | ||||||||
Net purchases (sales) | (185,093,569 | ) | — | ||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 1,042,275,363 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
36
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to
37
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that has sold the participation in the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. The Fund had no loan agreements outstanding at the end of the period.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities at the end of the period.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest
38
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issu er's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
39
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. Interest expense incurred as a result of entering into reverse repurchas e agreements is included in the Fund's expenses. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing
40
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $633,765.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/28/2011 | $ | (29,576,884 | ) | ||||
2/29/2012 | (142,552 | ) | |||||
2/28/2014 | (614,650 | ) | |||||
2/28/2015 | (5,952,458 | ) | |||||
2/29/2016 | (1,158,601 | ) | |||||
Total | $ | (37,445,145 | ) |
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 7,617,664,049 | $ | 1,493,175 | $ | (717,886,396 | ) | $ | (716,393,221 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
41
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncements
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
In September 2008, the FASB issued Statement of Financial Accounting Standards No. 133-1 ("SFAS 133-1"), Accounting for Derivative Instruments and Hedging Activities, and Interpretation of Financial Accounting Standards No. 45-4, Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others – an interpretation of FASB Statements No. 5, 57, and 107 and rescission of FASB Interpretation No. 34 ("IFAS 45-1"). SFAS 133-1 and IFAS 45-4 are effective for interim periods ending after November 15, 2008. SFAS 133-1 and IFAS 45-4 require enhanced disclosures surrounding the Fund's selling of credit derivatives . The Manager is currently evaluating the impact the adoption of SFAS 133-1 and IFAS 45-4 will have on the Fund's financial statement disclosures.
42
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
3. Fees and other transactions with affiliates
GMO does not charge the Fund any management or service fees for its services. In addition, the Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 19 40 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $35,777 and $20,424, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | 36,216,328 | $ | 36,209,999 | |||||||
Investments (non-U.S. Government securities) | 720,483,163 | 1,005,263,792 |
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
43
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, 64.97% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Each of the shareholders are other funds of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and all of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||
Shares sold | 68,743,870 | $ | 1,643,022,600 | 333,248,563 | $ | 8,426,752,200 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,976,609 | 46,964,224 | 16,958,629 | 418,731,518 | |||||||||||||||
Shares repurchased | (100,255,407 | ) | (2,395,943,700 | ) | (288,235,189 | ) | (7,257,297,919 | ) | |||||||||||
Net increase (decrease) | (29,534,928 | ) | $ | (705,956,876 | ) | 61,972,003 | $ | 1,588,185,799 |
8. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 1.00% of the amount redeemed. Effective October 20, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the private placement memorandum, which can be obtained by calling 1-617-346-7646 (collect).
44
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the ove rall competence of the Manager.
The Trustees gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement. The Trustees also considered so-called
45
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
"fallout benefits" to the Manager, such as the possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees did not consider possible economies of scale to the Manager because the Manager does not receive an advisory fee from the Fund.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
46
GMO Short-Duration Collateral Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio(a) | Beginning Account Value | Ending Account Value | Net Expense Incurred*(a) | ||||||||||||||||
1) Actual | 0.00 | % | $ | 1,000.00 | $ | 985.40 | $ | 0.00 | |||||||||||
2) Hypothetical | 0.00 | % | $ | 1,000.00 | $ | 1,025.21 | $ | 0.00 |
(a) Annualized net expense ratio rounds to less than 0.01% and net expense incurred rounds to less than $0.01.
* Expenses are calculated using the annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
47
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 94.8 | % | |||||
Short-Term Investments | 6.5 | ||||||
Forward Currency Contracts | 0.4 | ||||||
Futures | (0.0 | ) | |||||
Swaps | (0.2 | ) | |||||
Other | (1.5 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in GMO Short-Duration Collateral Fund.
1
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary** | % of Debt Obligations | ||||||
Credit Cards | 23.5 | % | |||||
Residential Asset-Backed Securities (United States) | 16.6 | ||||||
Auto Financing | 10.7 | ||||||
Insured Auto Financing | 6.4 | ||||||
Residential Mortgage-Backed Securities (European) | 5.9 | ||||||
Business Loans | 5.7 | ||||||
CMBS | 5.5 | ||||||
Student Loans | 4.7 | ||||||
Residential Mortgage-Backed Securities (Australian) | 4.2 | ||||||
Investment Grade Corporate Collateralized Debt Obligations | 3.4 | ||||||
Insured Other | 2.0 | ||||||
CMBS Collateralized Debt Obligations | 1.4 | ||||||
Equipment Leases | 1.3 | ||||||
Bank Loan Collateralized Debt Obligations | 1.1 | ||||||
Rate Reduction Bonds | 1.1 | ||||||
Trade Receivables | 1.0 | ||||||
U.S. Government Agency | 1.0 | ||||||
Insurance Premiums | 0.8 | ||||||
Insured High Yield Collateralized Debt Obligations | 0.6 | ||||||
Insured Residential Mortgage-Backed Securities (United States) | 0.6 | ||||||
Insured Time Share | 0.6 | ||||||
Insured Credit Cards | 0.5 | ||||||
Airlines | 0.3 | ||||||
Corporate Debt | 0.3 | ||||||
U.S. Government & Agencies | 0.3 | ||||||
Time Share | 0.1 | ||||||
Insured Residential Asset-Backed Securities (United States) | 0.1 | ||||||
Insured Transportation | 0.1 | ||||||
Residential Mortgage-Backed Securities (United States) | 0.1 | ||||||
Insured Business Loans | 0.1 | ||||||
Collateralized Loan Obligations | 0.0 | ||||||
ABS Collateralized Debt Obligations | 0.0 | ||||||
High Yield Collateralized Debt Obligations | 0.0 | ||||||
100.0 | % |
** The table above incorporates aggregate industry sector exposure associated with investments in GMO Short-Duration Collateral Fund.
2
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.1% | |||||||||||||||
Affiliated Issuers — 100.1% | |||||||||||||||
1,387,077 | GMO Short-Duration Collateral Fund | 32,624,062 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $33,421,107) | 32,624,062 | ||||||||||||||
TOTAL INVESTMENTS — 100.1% (Cost $33,421,107) | 32,624,062 | ||||||||||||||
Other Assets and Liabilities (net) — (0.1%) | (35,581 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 32,588,481 |
See accompanying notes to the financial statements.
3
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in affiliated issuers, at value (cost $33,421,107) (Notes 2 and 8) | $ | 32,624,062 | |||||
Cash | 10,351 | ||||||
Interest receivable | 10 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 3,627 | ||||||
Total assets | 32,638,050 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 1,399 | ||||||
Shareholder service fee | 4,195 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 142 | ||||||
Accrued expenses | 43,833 | ||||||
Total liabilities | 49,569 | ||||||
Net assets | $ | 32,588,481 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 37,953,612 | |||||
Accumulated undistributed net investment income | 193,870 | ||||||
Accumulated net realized loss | (4,761,956 | ) | |||||
Net unrealized depreciation | (797,045 | ) | |||||
$ | 32,588,481 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 32,588,481 | |||||
Shares outstanding: | |||||||
Class III | 1,418,348 | ||||||
Net asset value per share: | |||||||
Class III | $ | 22.98 |
See accompanying notes to the financial statements.
4
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 223,597 | |||||
Interest | 86 | ||||||
Total investment income | 223,683 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 6,187 | ||||||
Shareholder service fee – Class III (Note 3) | 18,562 | ||||||
Custodian, fund accounting agent and transfer agent fees | 5,888 | ||||||
Audit and tax fees | 15,272 | ||||||
Legal fees | 184 | ||||||
Trustees fees and related expenses (Note 3) | 22 | ||||||
Registration fees | 1,656 | ||||||
Miscellaneous | 368 | ||||||
Total expenses | 48,139 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (23,368 | ) | |||||
Net expenses | 24,771 | ||||||
Net investment income (loss) | 198,912 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (346,197 | ) | |||||
Net realized gain (loss) | (346,197 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (140,233 | ) | |||||
Net realized and unrealized gain (loss) | (486,430 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (287,518 | ) |
See accompanying notes to the financial statements.
5
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 198,912 | $ | 1,554,865 | |||||||
Net realized gain (loss) | (346,197 | ) | (422,578 | ) | |||||||
Change in net unrealized appreciation (depreciation) | (140,233 | ) | (877,706 | ) | |||||||
Net increase (decrease) in net assets from operations | (287,518 | ) | 254,581 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (66,364 | ) | (1,493,543 | ) | |||||||
Net share transactions (Note 7): | |||||||||||
Class III | 22,305,163 | (28,686,720 | ) | ||||||||
Total increase (decrease) in net assets | 21,951,281 | (29,925,682 | ) | ||||||||
Net assets: | |||||||||||
Beginning of period | 10,637,200 | 40,562,882 | |||||||||
End of period (including accumulated undistributed net investment income of $193,870 and $61,322, respectively) | $ | 32,588,481 | $ | 10,637,200 |
See accompanying notes to the financial statements.
6
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | Period from December 28, 2006 (commencement of operations) through February 28, 2007 | |||||||||||||
Net asset value, beginning of period | $ | 23.39 | $ | 25.05 | $ | 24.82 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)(a)† | 0.19 | 1.07 | (0.01 | ) | |||||||||||
Net realized and unrealized gain (loss) | (0.55 | ) | (1.38 | ) | 0.24 | ||||||||||
Total from investment operations | (0.36 | ) | (0.31 | ) | 0.23 | ||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.05 | ) | (1.35 | ) | — | ||||||||||
Total distributions | (0.05 | ) | (1.35 | ) | — | ||||||||||
Net asset value, end of period | $ | 22.98 | $ | 23.39 | $ | 25.05 | |||||||||
Total Return(b) | (1.56 | )%** | (1.33 | )% | 0.93 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 32,588 | $ | 10,637 | $ | 40,563 | |||||||||
Net expenses to average daily net assets | 0.20 | %* | 0.20 | % | 0.21 | %* | |||||||||
Net investment income to average daily net assets(a) | 1.61 | %* | 4.25 | % | (0.21 | )%* | |||||||||
Portfolio turnover rate | 17 | %** | 127 | % | 125 | %**†† | |||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.19 | %* | 0.15 | % | 0.06 | %* |
(a) Net investment income is affected by the timing of the declaration of dividends by GMO Short-Duration Collateral Fund.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the period from March 1, 2006 (commencement of operations) through February 28, 2007.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
7
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Short-Duration Collateral Share Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return comparable to that of the JPMorgan U.S. 3 Month Cash Index. The Fund invests substantially all of its assets in GMO Short-Duration Collateral Fund ("SDCF") (an arrangement often referred to as a "master-feeder" structure) and, to a limited extent, in cash and cash equivalents. The Fund's investment objective and principal investment strategies are identical to those of SDCF. SDCF seeks to achieve its investment objective by investing primarily in high quality U.S. and foreign adjustable rate fixed income securities with low volatility. SDCF may invest a substantial portion of its assets in asset-backed securities.
The financial statements of SDCF should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). Shares of SDCF are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of SDCF are valued at their net asset value.
Investments held by SDCF are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally
8
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
valued at amortized cost, which approximates fair value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 35.49% of net assets.
The Fund indirectly (through SDCF) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
9
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 32,624,062 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 32,624,062 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments
10
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $858,383.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/29/2016 | $ | (3,417,986 | ) | ||||
Total | $ | (3,417,986 | ) |
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 33,886,702 | $ | — | $ | (1,262,640 | ) | $ | (1,262,640 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
11
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from SDCF are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in SDCF (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.05% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.05% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in SDCF, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee
12
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in SDCF. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.002 | % | 0.000 | % | 0.000 | % | 0.002 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $22 and $0, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $26,560,197 and $4,127,600, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
13
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, 84.70% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 89.82% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,144,226 | $ | 26,500,354 | 1,953,067 | $ | 49,066,088 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,852 | 66,233 | 62,533 | 1,492,040 | |||||||||||||||
Shares repurchased | (183,589 | ) | (4,261,424 | ) | (3,180,036 | ) | (79,244,848 | ) | |||||||||||
Net increase (decrease) | 963,489 | $ | 22,305,163 | (1,164,436 | ) | $ | (28,686,720 | ) |
8. Investments in Affiliated Issuers
A summary of the Fund's transactions in the shares of the affiliated issuer during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Short-Duration Collateral Fund | $ | 10,677,894 | $ | 26,560,197 | $ | 4,127,600 | $ | 223,597 | $ | — | $ | 32,624,062 | |||||||||||||||
Totals | $ | 10,677,894 | $ | 26,560,197 | $ | 4,127,600 | $ | 223,597 | $ | — | $ | 32,624,062 |
9. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 1.00% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
14
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees noted that the Fund invests substantially all of its assets in another series of the Trust, GMO Short-Duration Collateral Fund ("SDCF"), and, therefore, that the Fund's investment objective and principal investment strategies are identical to those of SDCF. The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing SDCF and the level of skill required to manage SDCF. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustee s also took into account the time and attention devoted by the Manager's senior management to the Fund and SDCF. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's and SDCF's investment performance relative to their performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund and SDCF's performance over various periods, including one- and five-year periods and for the life of SDCF, information prepared by the third-party data services, various statistical measures of the Fund's and SDCF's performance relative to its benchmark (including the volatility of the Fund's and SDCF's returns), as well as factors identified by the Manager as contributing to the Fund's and SDCF's performance. The Trustees also considered the qualifications and experience of the personnel responsi ble for managing the Fund and SDCF, the support those personnel received from the Manager, the investment techniques used to manage SDCF, and the overall competence of the Manager.
15
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement, and noted that SDCF does not pay an advisory fee to the Manager. The Trustees also noted that the Fund's expense ratio reflects total expenses payable by the Fund and SDCF. In evaluating the Fund's advisory fee arrangement, the Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage SDCF. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund and SDCF in comparison to separate account clients and the impact on the Manager of, and expenses and ris ks associated with, the more extensive regulatory and tax regimes to which the Fund and SDCF are subject. The Trustees also reviewed information provided by the Manager regarding the combined profits it realized on the services (excluding distribution services) it provided to the Fund and SDCF, and profits it realized on the services (excluding distribution services) it provided to the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-adviso ry relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fees payable under the Fund's agreement appropriately reflected any economies of scale associated with managing the Fund and SDCF. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the Fund's investment management agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund and SDCF. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund, SDCF, and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund and SDCF with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and resul ts with respect to the execution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management
16
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund and SDCF, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
17
GMO Short-Duration Collateral Share Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.20 | % | $ | 1,000.00 | $ | 984.40 | $ | 1.00 | |||||||||||
2) Hypothetical | 0.20 | % | $ | 1,000.00 | $ | 1,024.20 | $ | 1.02 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
18
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Emerging Markets Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Emerging Markets Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 81.5 | % | |||||
Preferred Stocks | 13.7 | ||||||
Short-Term Investments | 5.3 | ||||||
Private Equity Securities | 0.8 | ||||||
Investment Funds | 0.4 | ||||||
Debt Obligations | 0.2 | ||||||
Rights and Warrants | 0.1 | ||||||
Convertible Securities | 0.0 | ||||||
Mutual Funds | 0.0 | ||||||
Other | (2.0 | ) | |||||
100.0 | % | ||||||
Country Summary | % of Equity Investments* | ||||||
Brazil | 20.0 | % | |||||
South Korea | 18.0 | ||||||
Taiwan | 11.2 | ||||||
Russia | 10.1 | ||||||
Turkey | 7.3 | ||||||
China | 6.6 | ||||||
Thailand | 5.7 | ||||||
South Africa | 5.1 | ||||||
Hungary | 2.8 | ||||||
Malaysia | 2.3 | ||||||
India | 2.0 | ||||||
Israel | 1.5 | ||||||
Mexico | 1.3 | ||||||
Poland | 1.1 | ||||||
Philippines | 0.9 | ||||||
Egypt | 0.8 | ||||||
Indonesia | 0.7 | ||||||
Pakistan | 0.7 | ||||||
Argentina | 0.6 | ||||||
Czech Republic | 0.6 | ||||||
Chile | 0.2 | ||||||
Morocco | 0.2 | ||||||
United States | 0.2 | ||||||
Peru | 0.1 | ||||||
Lebanon | 0.0 | ||||||
Sri Lanka | 0.0 | ||||||
Ukraine | 0.0 | ||||||
100.0 | % |
1
GMO Emerging Markets Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Industry Sector Summary | % of Equity Investments* | ||||||
Financials | 25.6 | % | |||||
Energy | 20.9 | ||||||
Materials | 13.8 | ||||||
Information Technology | 11.5 | ||||||
Telecommunication Services | 7.1 | ||||||
Industrials | 6.3 | ||||||
Consumer Discretionary | 5.9 | ||||||
Consumer Staples | 3.3 | ||||||
Utilities | 2.9 | ||||||
Miscellaneous | 1.4 | ||||||
Health Care | 1.3 | ||||||
100.0 | % |
* The table excludes short-term investments.
2
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 81.5% | |||||||||||||||
Argentina — 0.6% | |||||||||||||||
810,256 | Petrobras Energia Participaciones SA Sponsored ADR (a) | 9,188,303 | |||||||||||||
890,190 | Tenaris SA ADR | 48,684,491 | |||||||||||||
Total Argentina | 57,872,794 | ||||||||||||||
Brazil — 7.2% | |||||||||||||||
839,188 | Aes Tiete SA | 8,366,138 | |||||||||||||
271,400 | B2W Companhia Global do Varejo | 9,682,154 | |||||||||||||
1,615,502 | Companhia Saneamento Basico Sao Paulo | 36,561,883 | |||||||||||||
2,046,716 | Companhia Siderurgica Nacional SA | 70,944,450 | |||||||||||||
2,537,200 | Companhia Vale do Rio Doce | 67,663,855 | |||||||||||||
372,280 | Companhia Vale do Rio Doce ADR | 9,884,034 | |||||||||||||
1,747,230 | Companhia Vale do Rio Doce Sponsored ADR | 41,531,657 | |||||||||||||
713,100 | Cyrela Brazil Realty SA | 8,964,061 | |||||||||||||
260,300 | EDP-Energias Do Brasil SA | 4,548,064 | |||||||||||||
1,203,492 | Electrobras (Centro) | 21,780,990 | |||||||||||||
948,500 | Empresa Brasileira de Aeronautica SA | 8,047,703 | |||||||||||||
373,900 | Gerdau SA | 5,840,180 | |||||||||||||
281,900 | Iguatemi Empresa de Shopping | 3,285,951 | |||||||||||||
639,600 | Natura Cosmeticos SA | 7,447,612 | |||||||||||||
300,200 | Perdigao SA | 7,516,050 | |||||||||||||
2,767,700 | Petroleo Brasileiro SA (Petrobras) | 72,435,633 | |||||||||||||
3,375,420 | Petroleo Brasileiro SA (Petrobras) ADR | 178,019,651 | |||||||||||||
633,304 | Souza Cruz SA | 16,563,037 | |||||||||||||
641,400 | Tele Norte Leste Participacoes SA | 15,751,682 | |||||||||||||
626,850 | Unibanco-Uniao de Bancos Brasileiros SA GDR | 74,946,186 | |||||||||||||
921,950 | Usinas Siderurgicas de Minas Gerais SA | 31,730,917 | |||||||||||||
Total Brazil | 701,511,888 | ||||||||||||||
Chile — 0.2% | |||||||||||||||
90,980 | AFP Provida SA Sponsored ADR (a) | 2,576,554 | |||||||||||||
168,710 | Banco Santander Chile SA ADR | 7,424,927 | |||||||||||||
37,200 | Compania Cervecerias Unidas ADR | 1,286,748 |
See accompanying notes to the financial statements.
3
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Chile — continued | |||||||||||
106,080 | Embotelladora Andina SA ADR A Shares | 1,746,077 | |||||||||
116,370 | Embotelladora Andina SA ADR B Shares | 2,121,425 | |||||||||
98,280 | Sociedad Quimica y Minera de Chile SA Sponsored ADR | 3,766,089 | |||||||||
Total Chile | 18,921,820 | ||||||||||
China — 6.3% | |||||||||||
13,759,990 | Advanced Semiconductor Manufacturing Co Class H * | 361,428 | |||||||||
2,862,000 | Ajisen China Holdings Ltd | 2,397,272 | |||||||||
9,190,000 | Aluminum Corp of China Ltd | 8,103,982 | |||||||||
2,666,000 | Angang Steel Co Ltd Class H | 3,608,627 | |||||||||
12,184,000 | China Communication Services Corp Ltd Class H | 9,879,927 | |||||||||
26,800,000 | China Construction Bank Class H | 21,720,959 | |||||||||
13,319,000 | China Merchants Bank Co Ltd Class H | 44,410,945 | |||||||||
3,728,894 | China Merchants Holdings International Co Ltd | 13,746,827 | |||||||||
5,718,442 | China Mobile Ltd | 64,915,740 | |||||||||
375,649 | China Mobile Ltd Sponsored ADR | 21,306,811 | |||||||||
27,305,351 | China Petroleum & Chemical Corp Class H | 26,295,649 | |||||||||
1,116,000 | China Shenhua Energy Co Ltd Class H | 3,810,881 | |||||||||
19,008,000 | China Ting Group Holding Ltd | 2,788,632 | |||||||||
17,164,000 | CNOOC Ltd | 26,686,605 | |||||||||
16,876,000 | CNPC Hong Kong Ltd | 6,469,429 | |||||||||
2,025,000 | Dongfang Electrical Machinery Co Ltd | 6,273,826 | |||||||||
331,670 | Focus Media Holding Ltd ADR * (a) | 10,852,242 | |||||||||
9,861,136 | GOME Electrical Appliances Holdings Ltd (a) | 4,049,148 | |||||||||
24,158,000 | Huaneng Power International Inc Class H | 17,968,840 | |||||||||
56,486,000 | Industrial and Commercial Bank of China Ltd Class H | 38,676,618 | |||||||||
38,781,000 | Maoye International Holdings | 8,844,807 | |||||||||
521,390 | New Oriental Education & Technology Group Inc Sponsored ADR * | 38,634,999 | |||||||||
6,396,000 | Nine Dragons Paper Holdings Ltd | 3,916,142 | |||||||||
7,494,500 | Parkson Retail Group Ltd (a) | 10,750,093 | |||||||||
6,356,172 | Peace Mark Holdings Ltd (a) | 1,221,620 | |||||||||
790,590 | Perfect World Co Ltd ADR * (a) | 19,843,809 | |||||||||
97,207,101 | PetroChina Co Ltd Class H | 124,620,784 | |||||||||
33,832,789 | Pico Far East Holdings Ltd | 3,903,650 |
See accompanying notes to the financial statements.
4
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
China — continued | |||||||||||
111,590 | Shanda Interactive Entertainment Ltd ADR * | 2,956,019 | |||||||||
6,975,500 | Shandong Chenming Paper Holdings Ltd Class H * | 5,335,794 | |||||||||
7,431,000 | Shandong Weigao Group Medical Polymer Co Ltd Class H | 11,326,834 | |||||||||
4,734,344 | Shanghai Industrial Holdings Ltd | 12,778,167 | |||||||||
3,512,000 | Tencent Holdings Ltd | 29,803,986 | |||||||||
6,260,000 | Tianjin Development Holdings Ltd | 3,463,590 | |||||||||
6,600,000 | Zhuzhou CSR Times Electric Co Ltd Class H | 5,451,939 | |||||||||
Total China | 617,176,621 | ||||||||||
Czech Republic — 0.6% | |||||||||||
390,860 | CEZ AS | 29,398,506 | |||||||||
102,530 | ECM Real Estate Investments AG * | 2,748,227 | |||||||||
54,090 | Komercni Banka AS | 11,909,054 | |||||||||
311,870 | Telefonica 02 Czech Republic AS | 9,631,263 | |||||||||
481,270 | Unipetrol (a) | 5,846,809 | |||||||||
Total Czech Republic | 59,533,859 | ||||||||||
Egypt — 0.7% | |||||||||||
215,959 | Alexandria Mineral Oils Co | 3,010,734 | |||||||||
1,519,735 | Commercial International Bank | 13,127,033 | |||||||||
205,670 | Egyptian Co for Mobile Services | 4,785,901 | |||||||||
728,550 | Egyptian Financial Group-Hermes Holding | 6,387,777 | |||||||||
14,220 | El Ezz Aldekhela Steel Alexa Co | 3,761,764 | |||||||||
663,570 | El Ezz Steel Rebars SAE | 3,156,741 | |||||||||
226,553 | ElSwedy Cables Holding Co * | 5,732,899 | |||||||||
598,900 | Orascom Telecom Holding SAE | 6,116,134 | |||||||||
2,541,794 | Sidi Kerir Petrochemicals Co | 7,808,486 | |||||||||
1,156,112 | South Valley Cement * | 3,076,699 | |||||||||
5,102,230 | Telecom Egypt | 15,709,837 | |||||||||
Total Egypt | 72,674,005 | ||||||||||
Hungary — 2.7% | |||||||||||
5,759,410 | Magyar Telekom Nyrt (a) | 29,525,605 | |||||||||
619,690 | MOL Magyar Olaj es Gazipari Nyrt (New Shares) (a) | 66,570,075 |
See accompanying notes to the financial statements.
5
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Hungary — continued | |||||||||||
3,056,070 | OTP Bank Nyrt * (a) | 137,059,535 | |||||||||
164,000 | Richter Gedeon Nyrt (a) | 32,500,255 | |||||||||
Total Hungary | 265,655,470 | ||||||||||
India — 1.8% | |||||||||||
51,800 | BF Utilities Ltd * | 2,581,872 | |||||||||
527,711 | Bombay Dyeing & Manufacturing Co Ltd | 6,448,507 | |||||||||
11,896,352 | CBAY Systems Holdings Ltd * (b) | 16,806,081 | |||||||||
5,948,177 | CBAY Systems Ltd * (c) (d) | 59,482 | |||||||||
913,308 | Emco Ltd | 2,277,327 | |||||||||
810,679 | Gammon India Ltd | 4,015,299 | |||||||||
321,462 | Gitanjali Gems Ltd | 1,739,783 | |||||||||
239,769 | HDFC Bank Ltd | 6,925,676 | |||||||||
607,200 | Indiabulls Real Estate Ltd | 3,945,781 | |||||||||
7,051,100 | Industrial Development Bank of India Ltd. | 13,291,247 | |||||||||
186,400 | Infosys Technologies Ltd | 7,375,331 | |||||||||
1,106,547 | Jindal Steel & Power Ltd | 47,567,671 | |||||||||
982,323 | KSK Energy Ventures Ltd * | 4,024,539 | |||||||||
2,205,903 | PTC India Ltd | 3,889,961 | |||||||||
206,000 | Reliance Energy Ltd | 4,594,344 | |||||||||
416,976 | Rural Electrification Corp Ltd | 819,891 | |||||||||
2,524,865 | Satyam Computer Services Ltd | 23,880,706 | |||||||||
1,339,136 | Sintex Industries Ltd | 9,358,919 | |||||||||
709,424 | Tata Consultancy Services Ltd | 13,024,786 | |||||||||
Total India | 172,627,203 | ||||||||||
Indonesia — 0.7% | |||||||||||
184,360,000 | Bakrie & Brothers Tbk PT * | 6,914,872 | |||||||||
93,288,500 | Bumi Resources Tbk PT | 55,457,388 | |||||||||
42,237,600 | Matahari Putra Prima Tbk PT | 2,568,486 | |||||||||
75,674,500 | Truba Alam Manunggal Engineering Tbk PT * | 3,914,705 | |||||||||
Total Indonesia | 68,855,451 |
See accompanying notes to the financial statements.
6
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Israel — 1.4% | |||||||||||
10,062,260 | Bank Hapoalim BM | 39,139,825 | |||||||||
10,010,100 | Bank Leumi Le | 41,285,499 | |||||||||
71,398 | IDB Development Corp Ltd | 1,558,000 | |||||||||
1,675,760 | Israel Chemicals Ltd | 27,816,938 | |||||||||
2,900 | Teva Pharmaceutical Industries Ltd | 137,358 | |||||||||
498,020 | Teva Pharmaceutical Industries Ltd Sponsored ADR | 23,576,267 | |||||||||
5,430 | The Israel Corp Ltd | 5,508,570 | |||||||||
Total Israel | 139,022,457 | ||||||||||
Lebanon — 0.0% | |||||||||||
8,700 | Banque Libanaise pour le Commerce Sal * (d) | 35,695 | |||||||||
Malaysia — 2.2% | |||||||||||
9,268,200 | Berjaya Sports Toto Berhad | 12,423,239 | |||||||||
13,089,000 | Genting Berhad | 22,440,490 | |||||||||
56,100,240 | KNM Group Berhad | 24,519,781 | |||||||||
35,360,700 | Resorts World Berhad | 28,088,494 | |||||||||
46,970,429 | RHB Capital Berhad | 57,593,622 | |||||||||
8,819,900 | Shangri-La Hotels Berhad | 4,517,161 | |||||||||
14,890,400 | Sunway City Berhad | 10,708,275 | |||||||||
3,596,368 | Tanjong Plc | 13,948,312 | |||||||||
9,321,900 | UMW Holdings Berhad | 16,842,875 | |||||||||
21,518,620 | WCT Engineering Berhad | 19,590,917 | |||||||||
Total Malaysia | 210,673,166 | ||||||||||
Mexico — 1.3% | |||||||||||
1,610,800 | Alfa SA de CV Class A (a) | 8,396,478 | |||||||||
380,930 | America Movil SAB de CV Class L ADR | 19,572,183 | |||||||||
15,984,789 | Cemex SA de CV CPO * | 32,038,754 | |||||||||
663,140 | Cemex SA de CV Sponsored CPO ADR * (a) | 13,295,957 | |||||||||
450,980 | Fomento Economico Mexicano Sponsored ADR | 20,032,532 | |||||||||
2,346,011 | Grupo Cementos de Chihuahua SA de CV | 10,198,312 | |||||||||
7,090,457 | Grupo Mexico SA Class B | 11,811,969 | |||||||||
362,200 | Telefonos de Mexico SA de CV Class L Sponsored ADR (a) | 8,899,254 | |||||||||
Total Mexico | 124,245,439 |
See accompanying notes to the financial statements.
7
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Morocco — 0.2% | |||||||||||
7,310 | Lafarge Ciments | 2,012,358 | |||||||||
809,044 | Maroc Telecom | 19,123,876 | |||||||||
Total Morocco | 21,136,234 | ||||||||||
Pakistan — 0.6% | |||||||||||
2,558,110 | Arif Habib Securities Ltd * (d) | 2,834,017 | |||||||||
442,540 | Bank of Punjab * (d) | 129,436 | |||||||||
12,437,350 | Hub Power Co Ltd (d) | 3,165,041 | |||||||||
2,923,090 | MCB Bank Ltd (d) | 8,418,499 | |||||||||
5,843,920 | National Bank of Pakistan (d) | 6,416,279 | |||||||||
14,548,070 | Oil & Gas Development Co Ltd (d) | 16,816,043 | |||||||||
1,369,460 | Pakistan Oilfields Ltd (d) | 3,935,963 | |||||||||
3,421,290 | Pakistan Petroleum Ltd (d) | 8,561,077 | |||||||||
1,829,880 | Pakistan State Oil Co Ltd (d) | 6,047,387 | |||||||||
7,710,690 | United Bank Ltd (d) | 6,211,530 | |||||||||
Total Pakistan | 62,535,272 | ||||||||||
Peru — 0.1% | |||||||||||
64,380 | Compania de Minas Buenaventura SA ADR | 1,493,616 | |||||||||
123,190 | Southern Copper Corp | 3,145,041 | |||||||||
Total Peru | 4,638,657 | ||||||||||
Philippines — 0.9% | |||||||||||
707,472,942 | Filinvest Land Inc | 12,052,387 | |||||||||
4,914,000 | First Gen Corp | 2,654,630 | |||||||||
6,238,223 | First Philippine Holdings | 3,709,294 | |||||||||
827,704,087 | Megaworld Corp | 25,946,085 | |||||||||
345,346 | Philippine Long Distance Telephone Co | 20,296,517 | |||||||||
11,567,600 | PNOC Energy Development Corp | 1,138,570 | |||||||||
132,173,510 | Robinsons Land Corp | 21,704,206 | |||||||||
Total Philippines | 87,501,689 |
See accompanying notes to the financial statements.
8
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Poland — 0.3% | |||||||||||
145,000 | KGHM Polska Miedz SA | 4,881,824 | |||||||||
1,139,970 | Polski Koncern Naftowy Orlen SA | 16,471,543 | |||||||||
537,260 | Powszechna Kasa Oszczednosci Bank Polski SA | 11,549,197 | |||||||||
Total Poland | 32,902,564 | ||||||||||
Russia — 9.3% | |||||||||||
923,600 | Cherepovets MK Severstal GDR (Registered Shares) | 15,608,840 | |||||||||
638,390 | CTC Media Inc * | 12,384,766 | |||||||||
172,200 | Evraz Group SA GDR | 13,001,100 | |||||||||
5,281,873 | Gazprom Neft | 24,817,116 | |||||||||
98,400 | Gazprom Neft Sponsored ADR | 2,268,120 | |||||||||
933,800 | JSC Mining & Smelting Co ADR | 18,448,526 | |||||||||
685 | Lukoil GDR | 203,582 | |||||||||
1,999,550 | Lukoil Sponsored ADR | 148,566,565 | |||||||||
212,880 | Mobile Telesystems Sponsored ADR | 14,475,840 | |||||||||
10,005,800 | OAO Gazprom Sponsored GDR | 390,226,200 | |||||||||
412,889 | OAO Mechel ADR (a) | 11,288,385 | |||||||||
6,313,900 | OAO Rosneft Oil Co GDR | 53,857,567 | |||||||||
261,900 | OAO Tatneft Sponsored GDR (Registered Shares) | 27,106,650 | |||||||||
767,900 | PIK Group GDR (Registered Shares) * | 15,311,926 | |||||||||
135,000 | Russia Petroleum * | 1,485,000 | |||||||||
51,398,870 | Sberbank RF | 120,514,931 | |||||||||
325,500 | Vimpel-Communications Sponsored ADR | 7,821,765 | |||||||||
174,610 | Wimm-Bill-Dann Foods ADR * (a) | 12,138,887 | |||||||||
599,988 | X5 Retail Group NV GDR (Registered Shares) * | 16,349,673 | |||||||||
Total Russia | 905,875,439 | ||||||||||
South Africa — 4.9% | |||||||||||
2,137,675 | Absa Group Ltd | 30,179,083 | |||||||||
993,848 | Adcock Ingram Holdings Ltd * | 4,841,741 | |||||||||
81,400 | Anglo American Platinum Ltd | 10,253,536 | |||||||||
770,900 | ArcelorMittal South Africa Ltd | 18,159,750 | |||||||||
917,293 | Aveng Ltd | 7,881,272 | |||||||||
1,440,126 | Bidvest Group Ltd | 21,276,185 |
See accompanying notes to the financial statements.
9
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Africa — continued | |||||||||||
18,108 | Eqstra Holdings Ltd * | 33,522 | |||||||||
24,502,900 | FirstRand Ltd | 52,178,842 | |||||||||
638,100 | Impala Platinum Holdings Ltd | 18,004,343 | |||||||||
1,793,300 | Imperial Holdings Ltd | 12,552,657 | |||||||||
850,000 | Investec Ltd | 6,332,746 | |||||||||
2,232,528 | JD Group Ltd | 8,711,021 | |||||||||
2,284,700 | MTN Group Ltd | 35,126,175 | |||||||||
4,306,380 | Murray & Roberts Holdings Ltd | 58,120,326 | |||||||||
695,600 | Nedbank Group Ltd | 9,396,271 | |||||||||
1,091,900 | Reunert Ltd | 8,229,968 | |||||||||
13,400,571 | Sanlam Ltd | 30,913,494 | |||||||||
943,100 | Sasol Ltd | 51,913,247 | |||||||||
4,493,426 | Standard Bank Group Ltd | 52,424,082 | |||||||||
11,819,600 | Steinhoff International Holdings Ltd | 28,262,165 | |||||||||
993,848 | Tiger Brands Ltd | 17,480,376 | |||||||||
Total South Africa | 482,270,802 | ||||||||||
South Korea — 16.1% | |||||||||||
4,403,499 | Biomass Korea Co Ltd * (b) | 2,724,646 | |||||||||
172,755 | Boryung Pharmaceutical Co Ltd (b) | 4,187,410 | |||||||||
577,880 | Daehan Pulp Co Ltd * (b) | 1,990,726 | |||||||||
174,930 | Daelim Industrial Co Ltd | 10,781,859 | |||||||||
11,275 | Daesun Shipbuilding | 2,040,286 | |||||||||
145,206 | DC Chemical Co Ltd (a) | 39,235,196 | |||||||||
501,263 | Dongbu Insurance Co Ltd | 14,033,999 | |||||||||
399,080 | Dongkuk Steel Mill Co Ltd | 14,220,934 | |||||||||
1,413,948 | EnE System Inc * (a) (b) | 5,513,906 | |||||||||
268,700 | GS Holdings Corp | 6,768,944 | |||||||||
1,645,239 | Hana Financial Group Inc | 58,283,375 | |||||||||
103,868 | Hanjin Heavy Industries & Construction Co Ltd | 2,848,640 | |||||||||
441,644 | Hanjin Heavy Industries & Construction Holdings Co Ltd * | 6,823,057 | |||||||||
483,410 | Hanjin Shipping (a) | 12,281,273 | |||||||||
1,330,332 | Hanwha Corp | 45,127,341 | |||||||||
204,304 | Honam Petrochemical Corp | 12,080,729 |
See accompanying notes to the financial statements.
10
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Korea — continued | |||||||||||
530,156 | Hyundai Engineering & Construction (a) | 27,170,822 | |||||||||
1,004,360 | Hyundai Marine & Fire Insurance Co Ltd | 16,548,783 | |||||||||
134,001 | Hyundai Mipo Dockyard | 19,168,872 | |||||||||
329,250 | Hyundai Mobis | 27,339,999 | |||||||||
978,250 | Hyundai Motor Co (a) | 63,914,025 | |||||||||
352,190 | Hyundai Steel Co (a) | 16,300,032 | |||||||||
255,460 | Hyunjin Materials Co Ltd (a) | 9,661,954 | |||||||||
4,484,160 | In the F Co Ltd * (b) | 7,278,316 | |||||||||
1,609,940 | Industrial Bank of Korea | 22,866,395 | |||||||||
88,666 | JVM Co Ltd | 2,351,287 | |||||||||
31,190 | KCC Corp | 10,230,960 | |||||||||
1,902,660 | Kookmin Bank (a) | 104,091,137 | |||||||||
40,200 | Kookmin Bank ADR (a) | 2,202,960 | |||||||||
2,822,330 | Korea Exchange Bank | 35,346,738 | |||||||||
268,433 | Korea Gas Corp | 19,325,738 | |||||||||
98,790 | Korea Line Corp (a) | 15,823,322 | |||||||||
4,623,926 | Korea Real Estate * | 5,096,709 | |||||||||
124,799 | Korea Zinc Co Ltd (a) | 14,426,419 | |||||||||
264,444 | Korean Air Lines Co Ltd | 9,302,323 | |||||||||
727,680 | KT Corp | 29,838,483 | |||||||||
313,740 | KT Corp ADR | 6,387,746 | |||||||||
1,733,688 | KT&G Corp | 145,717,139 | |||||||||
566,000 | KT&G Corp GDR 144A | 23,885,200 | |||||||||
553,820 | LG Corp | 31,610,214 | |||||||||
1,604,310 | LG Display Co Ltd (a) | 39,532,544 | |||||||||
449,180 | LG Electronics Inc (a) | 41,381,517 | |||||||||
851,780 | LG Telecom Ltd | 7,443,215 | |||||||||
392,239 | Maeil Dairy Industry (a) | 3,835,141 | |||||||||
142,680 | MegaStudy Co Ltd | 29,868,005 | |||||||||
203,150 | NHN Corp * | 27,654,086 | |||||||||
137,909 | POSCO | 59,319,840 | |||||||||
7,650 | POSCO ADR | 819,315 | |||||||||
794,190 | Pumyang Construction Co Ltd (b) | 12,632,415 | |||||||||
163,370 | S-Oil Corp (a) | 9,687,951 |
See accompanying notes to the financial statements.
11
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
South Korea — continued | |||||||||||
510,461 | Samsung Electronics Co Ltd | 239,442,844 | |||||||||
280,046 | Samsung Fire & Marine Insurance Co Ltd | 50,859,248 | |||||||||
1,344,825 | Shinhan Financial Group Co Ltd | 61,014,237 | |||||||||
149,330 | SK Corp | 14,873,959 | |||||||||
400 | SK Telecom Co Ltd | 73,698 | |||||||||
616,500 | SK Telecom Co Ltd ADR | 12,576,600 | |||||||||
347,217 | Taewoong Co Ltd | 30,089,636 | |||||||||
2,152,380 | Woori Finance Holdings Co Ltd | 28,332,066 | |||||||||
Total South Korea | 1,574,264,211 | ||||||||||
Sri Lanka — 0.0% | |||||||||||
191,860 | Lanka Walltile Ltd | 154,578 | |||||||||
Taiwan — 10.8% | |||||||||||
18,302,547 | Asustek Computer Inc | 42,077,171 | |||||||||
16,280,560 | AU Optronics Corp | 19,329,410 | |||||||||
25,687,250 | Chi Mei Optoelectronics Corp | 21,574,179 | |||||||||
51,193,000 | China Bills Finance Corp * | 10,189,417 | |||||||||
42,493,261 | China Development Financial Holding Corp | 13,392,828 | |||||||||
47,856,851 | China Steel Corp | 58,576,009 | |||||||||
395,291 | China Steel Corp Sponsored GDR | 9,803,217 | |||||||||
38,160,387 | Chinatrust Financial Holding Co Ltd | 24,553,059 | |||||||||
14,754,610 | Chunghwa Telecom Co Ltd | 36,577,379 | |||||||||
847,231 | Chunghwa Telecom Co Ltd ADR * | 20,960,495 | |||||||||
19,295,545 | Compal Electronics Inc | 17,309,030 | |||||||||
13,395 | D-Link Corp | 16,141 | |||||||||
3,109,612 | Delta Electronics Inc | 8,328,895 | |||||||||
2,512,471 | DFI Inc | 5,466,070 | |||||||||
12,075,218 | Dimerco Express Taiwan Corp (b) | 11,716,997 | |||||||||
5,563,942 | Far Eastern Department Stores Ltd | 4,078,201 | |||||||||
9,551,445 | Far Eastern Textile Co Ltd | 8,761,599 | |||||||||
8,792,500 | Far Eastone Telecommunications Co Ltd | 12,786,399 | |||||||||
32,256,488 | First Financial Holding Co Ltd | 24,352,227 | |||||||||
10,381,208 | Formosa Chemicals & Fibre Co | 17,826,395 |
See accompanying notes to the financial statements.
12
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Taiwan — continued | |||||||||||
11,710,107 | Formosa Plastics Corp | 22,818,928 | |||||||||
19,796,000 | Fubon Financial Holding Co Ltd | 16,672,879 | |||||||||
1,738,600 | High Tech Computer Corp | 32,214,238 | |||||||||
19,868,526 | Hon Hai Precision Industry Co Ltd | 99,671,168 | |||||||||
19,686,120 | KGI Securities Co Ltd | 9,806,357 | |||||||||
12,659,455 | Les Enphants Co Ltd (b) | 9,126,906 | |||||||||
17,594,927 | Lite-On Technology Corp | 17,286,076 | |||||||||
5,329,618 | MediaTek Inc | 61,197,983 | |||||||||
52,863,000 | Mega Financial Holdings Co Ltd | 33,240,264 | |||||||||
12,466,405 | Nan Ya Plastics Corp | 19,502,979 | |||||||||
3,355,785 | Novatek Microelectronics Corp Ltd | 7,206,660 | |||||||||
2,333,000 | Powertech Technology Inc | 7,232,907 | |||||||||
2,208,635 | Richtek Technology Corp | 18,195,579 | |||||||||
18,004,652 | Siliconware Precision Industries Co | 24,620,040 | |||||||||
26,867,663 | Taiwan Cement Corp | 26,260,078 | |||||||||
5,457,000 | Taiwan Fertilizer Co Ltd | 16,787,291 | |||||||||
8,560,288 | Taiwan Mobile Co Ltd | 15,304,372 | |||||||||
98,986,908 | Taiwan Semiconductor Manufacturing Co Ltd | 182,317,262 | |||||||||
4,114 | Taiwan Semiconductor Manufacturing Co Ltd Sponsored ADR | 39,947 | |||||||||
3,284,000 | U-Ming Marine Transport Corp | 8,656,523 | |||||||||
6,898,845 | Unimicron Technology Corp | 7,661,463 | |||||||||
71,993 | Wan Hai Lines Ltd | 38,989 | |||||||||
36,705,020 | Waterland Financial Holdings | 10,546,787 | |||||||||
9,852,000 | Wintek Corp | 6,133,868 | |||||||||
65,262,000 | Yuanta Financial Holding Co Ltd | 37,293,577 | |||||||||
Total Taiwan | 1,057,508,239 | ||||||||||
Thailand — 5.5% | |||||||||||
8,529,590 | Advanced Info Service Pcl (Foreign Registered) | 22,020,890 | |||||||||
14,195,520 | Bangkok Bank Pcl NVDR | 48,145,284 | |||||||||
29,855,800 | Bangkok Dusit Medical Service Pcl (Foreign Registered) | 31,745,766 | |||||||||
22,635,830 | Bank of Ayudhya Pcl (Foreign Registered) * (d) | 13,446,106 | |||||||||
24,673,710 | Bank of Ayudhya Pcl NVDR * | 14,656,645 | |||||||||
210,000 | Banpu Pcl (Foreign Registered) (d) | 2,388,309 |
See accompanying notes to the financial statements.
13
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Thailand — continued | |||||||||||
875,000 | Banpu Pcl NVDR | 9,900,515 | |||||||||
41,673,020 | BEC World Pcl (Foreign Registered) | 27,138,702 | |||||||||
14,577,580 | Home Product Center Pcl (Foreign Registered) | 2,005,098 | |||||||||
120,245,800 | IRPC Pcl (Foreign Registered) | 14,317,819 | |||||||||
63,197,650 | Italian Thai Development Pcl (Foreign Registered) | 8,358,000 | |||||||||
32,344,560 | Kasikornbank Pcl (Foreign Registered) (d) | 67,459,095 | |||||||||
65,026,000 | Krung Thai Bank Pcl (Foreign Registered) | 14,345,222 | |||||||||
57,489,680 | Land & Houses Pcl NVDR | 11,058,872 | |||||||||
5,380,500 | Major Cineplex Group (Foreign Registered) | 1,990,518 | |||||||||
12,482,000 | PTT Exploration & Production Pcl (Foreign Registered) | 54,033,900 | |||||||||
10,992,270 | PTT Pcl (Foreign Registered) | 84,855,445 | |||||||||
8,938,690 | Robinson Department Store Pcl (Foreign Registered) | 2,664,325 | |||||||||
3,499,793 | Robinson Department Store Pcl NVDR | 1,043,171 | |||||||||
13,231,400 | Saha Pathana International Holding Pcl (Foreign Registered) | 7,286,854 | |||||||||
615,985 | Siam Cement Pcl (Foreign Registered) (d) | 3,027,649 | |||||||||
2,669,853 | Siam Cement Pcl NVDR | 12,812,090 | |||||||||
25,380,900 | Siam Commercial Bank Pcl (Foreign Registered) | 57,728,650 | |||||||||
3,108,050 | Star Block Co Ltd (Foreign Registered) * (b) (d) (e) | 908 | |||||||||
6,509,320 | Thai Oil Pcl (Foreign Registered) | 9,386,690 | |||||||||
10,883,760 | Thoresen Thai Agencies Pcl (Foreign Registered) | 11,873,502 | |||||||||
Total Thailand | 533,690,025 | ||||||||||
Turkey — 7.1% | |||||||||||
10,454,200 | Akbank TAS | 53,639,771 | |||||||||
17,568,040 | Dogan Sirketler Grubu Holdings AS * | 25,537,873 | |||||||||
4,710,556 | Enka Insaat ve Sanayi AS | 41,757,174 | |||||||||
6,741,796 | Eregli Demir ve Celik Fabrikalari TAS | 45,286,020 | |||||||||
7,716,430 | Haci Omer Sabanci Holding AS | 32,281,854 | |||||||||
9,450,816 | KOC Holding AS * | 32,693,313 | |||||||||
42,150 | Medya Holding AS * (d) (e) | 356 | |||||||||
371,500 | Migros Turk TAS | 6,733,884 | |||||||||
2,370,420 | Tupras-Turkiye Petrol Rafineriler AS | 55,522,776 | |||||||||
2,889,930 | Turk Hava Yollari Anonim Ortakligi * | 15,745,556 | |||||||||
9,050,025 | Turk Sise ve Cam Fabrikalari AS * | 12,209,818 |
See accompanying notes to the financial statements.
14
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Turkey — continued | |||||||||||
13,146,510 | Turkcell Iletisim Hizmet AS | 86,970,501 | |||||||||
35,402,690 | Turkiye Garanti Bankasi * | 104,809,416 | |||||||||
5,954,060 | Turkiye Halk Bankasi AS | 32,800,608 | |||||||||
19,587,130 | Turkiye IS Bankasi Class C | 93,056,229 | |||||||||
12,196,162 | Turkiye Sinai Kalkinma Bankasi AS * | 11,339,569 | |||||||||
15,227,120 | Turkiye Vakiflar Bankasi TAO Class D | 28,780,619 | |||||||||
5,190,063 | Yapi ve Kredi Bankasi AS * | 11,536,346 | |||||||||
Total Turkey | 690,701,683 | ||||||||||
TOTAL COMMON STOCKS (COST $8,759,581,230) | 7,961,985,261 | ||||||||||
PREFERRED STOCKS — 13.7% | |||||||||||
Brazil — 12.1% | |||||||||||
822,300 | Aracruz SA Class B (Registered) 2.24% | 4,525,172 | |||||||||
6,171,201 | Banco Bradesco SA 0.52% | 113,391,086 | |||||||||
4,779,575 | Banco Itau Holding Financeira SA 0.46% | 90,166,829 | |||||||||
2,550,064 | Companhia Energetica de Minas Gerais 2.51% | 55,053,222 | |||||||||
1,400,800 | Companhia Paranaense de Energia Class B 0.93% | 24,062,822 | |||||||||
3,596,208 | Companhia Vale do Rio Doce Class A 0.54% | 83,837,978 | |||||||||
957,900 | Electrobras (Centro) SA Class B 6.44% | 14,715,225 | |||||||||
2,153,400 | Gerdau Metalurgica SA 5.90% | 54,825,828 | |||||||||
4,808,062 | Gerdau SA 4.82% | 90,556,751 | |||||||||
16,776,250 | Itausa-Investimentos Itau SA 0.15% | 98,084,456 | |||||||||
2,438,452 | Net Servicos de Comunicacoa SA * | 28,124,477 | |||||||||
11,940,604 | Petroleo Brasileiro SA (Petrobras) 0.08% | 255,660,785 | |||||||||
1,068,560 | Petroleo Brasileiro SA Sponsored ADR 0.08% | 45,916,023 | |||||||||
4,073,323 | Sadia SA 0.36% | 26,913,920 | |||||||||
3,250,080 | Tele Norte Leste Participacoes ADR 0.56% (a) | 75,466,858 | |||||||||
525,700 | Telecomunicacoes de Sao Paulo SA 4.31% | 14,996,963 | |||||||||
530,500 | Telemar Norte Leste SA Class A 20.07% | 27,664,110 | |||||||||
2,231,700 | Usinas Siderrurgicas de Minas Gerais SA Class A 0.55% | 78,314,871 | |||||||||
Total Brazil | 1,182,277,376 |
See accompanying notes to the financial statements.
15
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Russia — 0.3% | |||||||||||
29,470 | Transneft 1.04% | 29,997,548 | |||||||||
South Korea — 1.3% | |||||||||||
647,980 | Hyundai Motor Co 4.20% | 15,939,198 | |||||||||
375,190 | Hyundai Motor Co 4.41% | 8,529,013 | |||||||||
302,542 | Samsung Electronics Co Ltd (Non Voting) 2.21% | 100,491,151 | |||||||||
Total South Korea | 124,959,362 | ||||||||||
TOTAL PREFERRED STOCKS (COST $816,112,844) | 1,337,234,286 | ||||||||||
PRIVATE EQUITY SECURITIES — 0.8% | |||||||||||
Poland — 0.8% | |||||||||||
CHP Investors (Multimedia) * (c) (d) | 25,154,296 | ||||||||||
MHP Investors (Tri Media Holdings Ltd) * (c) (d) | 49,128,101 | ||||||||||
Total Poland | 74,282,397 | ||||||||||
Russia — 0.0% | |||||||||||
46,624 | Divot Holdings NV, Convertible Securities-Class F * (c) (d) | 466 | |||||||||
90,000 | Divot Holdings NV, Private Equity Securities-Class D * (c) (d) | 900 | |||||||||
124,330 | Divot Holdings NV, Private Equity Securities-Class E * (c) (d) | 1,244 | |||||||||
Total Russia | 2,610 | ||||||||||
Sri Lanka — 0.0% | |||||||||||
2,545,869 | Millenium Information Technology * (b) (c) (d) | 787,469 | |||||||||
TOTAL PRIVATE EQUITY SECURITIES (COST $3,925,627) | 75,072,476 | ||||||||||
INVESTMENT FUNDS — 0.4% | |||||||||||
China — 0.1% | |||||||||||
250,446 | Martin Currie China A Share Fund Ltd * (c) (d) | 9,009,287 |
See accompanying notes to the financial statements.
16
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
India — 0.1% | |||||||||||
10,303 | Fire Capital Mauritius Private Fund * (c) (d) (f) | 9,021,539 | |||||||||
170 | SPG Infinity Technology Fund I * (c) (d) | 5,583 | |||||||||
1,371,900 | TDA India Technology Fund II LP * (c) (d) | 2,455,262 | |||||||||
Total India | 11,482,384 | ||||||||||
Poland — 0.0% | |||||||||||
1,749,150 | The Emerging European Fund II LP * (c) (d) | 790,406 | |||||||||
Russia — 0.2% | |||||||||||
9,500,000 | NCH Eagle Fund LP * (c) (d) | 20,505,750 | |||||||||
2,000 | Steep Rock Russia Fund LP * (c) (d) | 1,550,411 | |||||||||
Total Russia | 22,056,161 | ||||||||||
Ukraine — 0.0% | |||||||||||
16,667 | Societe Generale Thalmann Ukraine Fund * (c) (d) | 4,000 | |||||||||
TOTAL INVESTMENT FUNDS (COST $26,727,183) | 43,342,238 | ||||||||||
DEBT OBLIGATIONS — 0.2% | |||||||||||
United States — 0.2% | |||||||||||
16,409,984 | U.S. Treasury Inflation Indexed Note, 3.88%, due 01/15/09 (g) | 16,542,035 | |||||||||
TOTAL DEBT OBLIGATIONS (COST $17,173,433) | 16,542,035 | ||||||||||
RIGHTS AND WARRANTS — 0.1% | |||||||||||
Egypt — 0.1% | |||||||||||
663,570 | El Ezz Steel Rights, Expires 09/25/08 * | 5,078,934 |
See accompanying notes to the financial statements.
17
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
Malaysia — 0.0% | |||||||||||
4,963,466 | Sunway City Warrants, Expires 10/04/17 * | 577,742 | |||||||||
3,826,400 | WCT Engineering Warrants, Expires 04/22/13 * | 806,211 | |||||||||
Total Malaysia | 1,383,953 | ||||||||||
TOTAL RIGHTS AND WARRANTS (COST $7,112,837) | 6,462,887 | ||||||||||
MUTUAL FUNDS — 0.0% | |||||||||||
United States — 0.0% | |||||||||||
Affiliated Issuers | |||||||||||
8,064 | GMO Special Purpose Holding Fund (d) (h) | 5,887 | |||||||||
TOTAL MUTUAL FUNDS (COST $0) | 5,887 | ||||||||||
CONVERTIBLE SECURITIES — 0.0% | |||||||||||
India — 0.0% | |||||||||||
3,380,000 | Adani Enterprise, 6.00%, due 01/27/12 | 3,481,400 | |||||||||
TOTAL CONVERTIBLE SECURITIES (COST $4,148,950) | 3,481,400 | ||||||||||
SHORT-TERM INVESTMENTS — 5.3% | |||||||||||
238,415,817 | Bank of New York Mellon Institutional Cash Reserves Fund (i) | 238,415,817 | |||||||||
279,500,000 | Royal Bank of Canada Time Deposit, 2.04%, due 09/02/08 | 279,500,000 | |||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $517,915,817) | 517,915,817 | ||||||||||
TOTAL INVESTMENTS — 102.0% (Cost $10,152,697,921) | 9,962,042,287 | ||||||||||
Other Assets and Liabilities (net) — (2.0)% | (191,027,039 | ) | |||||||||
TOTAL NET ASSETS — 100.0% | $ | 9,771,015,248 |
See accompanying notes to the financial statements.
18
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Additional information on each restricted security is as follows:
Issuer, Description | Acquisition Date | Acquisition Cost | Value as a Percentage of Fund's Net Assets | Value as of August 31, 2008 | |||||||||||||||
CBAY Systems Ltd | 5/06/03-11/10/05 | $ | — | 0.00 | % | $ | 59,482 | ||||||||||||
CHP Investors (Multimedia) | 3/05/01 | 18,178,923 | 0.26 | % | 25,154,296 | ||||||||||||||
Divot Holdings NV, Convertible Securities-Class F | 3/27/02 | 46,624 | 0.00 | % | 466 | ||||||||||||||
Divot Holdings NV, Private Equity Securities-Class D | 6/2/00 | 1,502,100 | 0.00 | % | 900 | ||||||||||||||
Divot Holdings NV, Private Equity Securities-Class E | 9/21/01 | 124,330 | 0.00 | % | 1,244 | ||||||||||||||
Fire Capital Mauritius Private Fund | 9/06/06-1/18/08 | 10,341,817 | 0.09 | % | 9,021,539 | ||||||||||||||
MHP Investors (Tri Media Holdings Ltd) | 5/01/05 | 27,983,521 | 0.50 | % | 49,128,101 | ||||||||||||||
Martin Currie China A Share Fund Ltd | 1/20/06 | 2,710,928 | 0.09 | % | 9,009,287 | ||||||||||||||
Millenium Information Technology | 10/21/99 | 2,252,570 | 0.01 | % | 787,469 | ||||||||||||||
NCH Eagle Fund LP | 1/08/03 | 9,500,000 | 0.21 | % | 20,505,750 | ||||||||||||||
SPG Infinity Technology Fund I | 12/23/99 | 62,449 | 0.00 | % | 5,583 | ||||||||||||||
Societe Generale Thalmann Ukraine Fund | 7/15/97 | 199,943 | 0.00 | % | 4,000 | ||||||||||||||
Steep Rock Russia Fund LP | 12/22/06 | 2,000,000 | 0.02 | % | 1,550,411 | ||||||||||||||
TDA India Technology Fund II LP | 2/23/00-3/23/04 | 787,800 | 0.03 | % | 2,455,262 | ||||||||||||||
The Emerging European Fund II LP | 12/05/97-6/24/02 | 1,124,248 | 0.01 | % | 790,406 | ||||||||||||||
$ | 118,474,196 |
See accompanying notes to the financial statements.
19
GMO Emerging Markets Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
ADR - American Depositary Receipt
CPO - Ordinary Participation Certificate (Certificado de Participacion Ordinares), representing a bundle of shares of the multiple series of one issuer that trade together as a unit.
Foreign Registered - Shares issued to foreign investors in markets that have foreign ownership limits.
GDR - Global Depository Receipt
NVDR - Non-Voting Depository Receipt
* Non income-producing security.
(a) All or a portion of this security is out on loan (Note 2).
(b) Affiliated Company (Note 8).
(c) Direct placement securities are restricted as to resale.
(d) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(e) Bankrupt issuer.
(f) The Fund is committed to additional capital contributions in the amount of $9,696,527 to this investment.
(g) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic.
(h) Underlying investment represents interests in defaulted securities.
(i) All or a portion of this security represents investment of security lending collateral (Note 2).
As of August 31, 2008, 59.52% of the Net Assets of the Fund were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
20
GMO Emerging Markets Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value, including securities on loan of $230,706,775 (cost $10,077,246,141) (Note 2) | $ | 9,889,270,620 | |||||
Investments in affiliated issuers, at value (cost $75,451,780) (Notes 2 and 8) | 72,771,667 | ||||||
Foreign currency, at value (cost $40,297,453) (Note 2) | 39,905,771 | ||||||
Receivable for investments sold | 22,034,883 | ||||||
Dividends and interest receivable | 32,487,343 | ||||||
Foreign taxes receivable | 5,789,891 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 55,056 | ||||||
Total assets | 10,062,315,231 | ||||||
Liabilities: | |||||||
Due to custodian | 27,477 | ||||||
Collateral on securities loaned, at value (Note 2) | 238,415,817 | ||||||
Payable for investments purchased | 21,967,152 | ||||||
Payable for Fund shares repurchased | 16,416,442 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 7,000,864 | ||||||
Shareholder service fee | 810,780 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 26,676 | ||||||
Accrued expenses | 6,634,775 | ||||||
Total liabilities | 291,299,983 | ||||||
Net assets | $ | 9,771,015,248 |
See accompanying notes to the financial statements.
21
GMO Emerging Markets Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 8,987,497,249 | |||||
Accumulated undistributed net investment income | 37,199,745 | ||||||
Accumulated net realized gain | 937,886,881 | ||||||
Net unrealized depreciation | (191,568,627 | ) | |||||
$ | 9,771,015,248 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 2,659,414,452 | |||||
Class IV shares | $ | 2,034,733,084 | |||||
Class V shares | $ | 918,785,167 | |||||
Class VI shares | $ | 4,158,082,545 | |||||
Shares outstanding: | |||||||
Class III | 186,283,433 | ||||||
Class IV | 143,137,368 | ||||||
Class V | 64,672,186 | ||||||
Class VI | 292,162,054 | ||||||
Net asset value per share: | |||||||
Class III | $ | 14.28 | |||||
Class IV | $ | 14.22 | |||||
Class V | $ | 14.21 | |||||
Class VI | $ | 14.23 |
See accompanying notes to the financial statements.
22
GMO Emerging Markets Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends (net of withholding taxes of $27,056,210) | $ | 184,415,885 | |||||
Interest | 4,681,606 | ||||||
Securities lending income | 737,889 | ||||||
Dividends from affiliated issuers (net of withholding taxes of $54,163) | 216,654 | ||||||
Total investment income | 190,052,034 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 49,603,520 | ||||||
Shareholder service fee – Class III (Note 3) | 2,368,096 | ||||||
Shareholder service fee – Class IV (Note 3) | 1,377,182 | ||||||
Shareholder service fee – Class V (Note 3) | 475,645 | ||||||
Shareholder service fee – Class VI (Note 3) | 1,470,687 | ||||||
Custodian and fund accounting agent fees | 8,222,040 | ||||||
Transfer agent fees | 30,268 | ||||||
Audit and tax fees | 81,236 | ||||||
Legal fees | 190,992 | ||||||
Trustees fees and related expenses (Note 3) | 74,205 | ||||||
Registration fees | 9,752 | ||||||
Miscellaneous | 106,904 | ||||||
Total expenses | 64,010,527 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (331,200 | ) | |||||
Expense reductions (Note 2) | (49,103 | ) | |||||
Net expenses | 63,630,224 | ||||||
Net investment income (loss) | 126,421,810 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers (net of foreign captial gains tax of $3,868,096) (Note 2) | 1,005,877,527 | ||||||
Investments in affiliated issuers | (3,318,495 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 18,263 | ||||||
Foreign currency, forward contracts and foreign currency related transactions (net of CPMF tax of $21,092) (Note 2) | (17,451,067 | ) | |||||
Net realized gain (loss) | 985,126,228 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (3,253,715,462 | ) | |||||
Investments in affliliated issuers | (33,129,227 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (1,221,425 | ) | |||||
Net unrealized gain (loss) | (3,288,066,114 | ) | |||||
Net realized and unrealized gain (loss) | (2,302,939,886 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (2,176,518,076 | ) |
See accompanying notes to the financial statements.
23
GMO Emerging Markets Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 126,421,810 | $ | 145,969,612 | |||||||
Net realized gain (loss) | 985,126,228 | 4,146,502,911 | |||||||||
Change in net unrealized appreciation (depreciation) | (3,288,066,114 | ) | (788,242,294 | ) | |||||||
Net increase (decrease) in net assets from operations | (2,176,518,076 | ) | 3,504,230,229 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (48,626,770 | ) | ||||||||
Class IV | — | (42,295,439 | ) | ||||||||
Class V | — | (15,014,450 | ) | ||||||||
Class VI | — | (80,326,387 | ) | ||||||||
Total distributions from net investment income | — | (186,263,046 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (445,601,696 | ) | (949,235,421 | ) | |||||||
Class IV | (351,660,692 | ) | (772,927,597 | ) | |||||||
Class V | (162,441,714 | ) | (267,663,344 | ) | |||||||
Class VI | (763,204,208 | ) | (1,418,555,036 | ) | |||||||
Total distributions from net realized gains | (1,722,908,310 | ) | (3,408,381,398 | ) | |||||||
(1,722,908,310 | ) | (3,594,644,444 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 269,710,590 | (1,040,843,043 | ) | ||||||||
Class IV | (184,711,075 | ) | 486,322,877 | ||||||||
Class V | 92,917,099 | 616,982,566 | |||||||||
Class VI | (39,491,333 | ) | 853,624,667 | ||||||||
Increase (decrease) in net assets resulting from net share transactions | 138,425,281 | 916,087,067 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 3,205,319 | 6,256,642 | |||||||||
Class IV | 3,701,930 | 3,200,572 | |||||||||
Class V | 629,237 | 2,262,707 | |||||||||
Class VI | 7,524,534 | 7,226,204 | |||||||||
Increase in net assets resulting from purchase premiums and redemption fees | 15,061,020 | 18,946,125 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 153,486,301 | 935,033,192 | |||||||||
Total increase (decrease) in net assets | (3,745,940,085 | ) | 844,618,977 | ||||||||
Net assets: | |||||||||||
Beginning of period | 13,516,955,333 | 12,672,336,356 | |||||||||
End of period (including accumulated undistributed net investment income of $37,199,745 and distributions in excess of net investment income of $89,222,065, respectively) | $ | 9,771,015,248 | $ | 13,516,955,333 |
See accompanying notes to the financial statements.
24
GMO Emerging Markets Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 20.48 | $ | 20.67 | $ | 22.49 | $ | 19.05 | $ | 15.78 | $ | 8.82 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.19 | 0.25 | 0.41 | 0.37 | 0.34 | 0.23 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (3.59 | ) | 5.94 | 3.00 | 6.24 | 4.40 | 6.97 | ||||||||||||||||||||
Total from investment operations | (3.40 | ) | 6.19 | 3.41 | 6.61 | 4.74 | 7.20 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.31 | ) | (0.54 | ) | (0.43 | ) | (0.32 | ) | (0.24 | ) | ||||||||||||||||
From net realized gains | (2.80 | ) | (6.07 | ) | (4.69 | ) | (2.74 | ) | (1.15 | ) | — | ||||||||||||||||
Total distributions | (2.80 | ) | (6.38 | ) | (5.23 | ) | (3.17 | ) | (1.47 | ) | (0.24 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.28 | $ | 20.48 | $ | 20.67 | $ | 22.49 | $ | 19.05 | $ | 15.78 | |||||||||||||||
Total Return(a) | (17.41 | )%** | 28.38 | % | 17.05 | % | 37.99 | % | 31.45 | % | 82.10 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 2,659,414 | $ | 3,402,343 | $ | 4,276,782 | $ | 4,788,395 | $ | 4,433,098 | $ | 4,079,172 | |||||||||||||||
Net expenses to average daily net assets | 1.10 | %(b)* | 1.09 | %(b) | 1.07 | % | 1.10 | % | 1.11 | % | 1.12 | % | |||||||||||||||
Net investment income to average daily net assets | 1.01 | %(c)** | 1.04 | % | 1.87 | % | 1.88 | % | 2.17 | % | 1.85 | % | |||||||||||||||
Portfolio turnover rate | 34 | %** | 60 | % | 44 | % | 41 | % | 57 | % | 46 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.00 | %(d) | 0.01 | % | 0.01 | % | 0.01 | % | 0.02 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.02 | $ | 0.04 | $ | 0.02 | $ | 0.01 | $ | 0.01 | $ | 0.06 |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
(d) Ratio is less than 0.01%.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
25
GMO Emerging Markets Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 20.40 | $ | 20.62 | $ | 22.45 | $ | 19.02 | $ | 15.75 | $ | 8.81 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.19 | 0.23 | 0.42 | 0.40 | 0.34 | 0.24 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (3.57 | ) | 5.95 | 2.99 | 6.20 | 4.41 | 6.94 | ||||||||||||||||||||
Total from investment operations | (3.38 | ) | 6.18 | 3.41 | 6.60 | 4.75 | 7.18 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.33 | ) | (0.55 | ) | (0.43 | ) | (0.33 | ) | (0.24 | ) | ||||||||||||||||
From net realized gains | (2.80 | ) | (6.07 | ) | (4.69 | ) | (2.74 | ) | (1.15 | ) | — | ||||||||||||||||
Total distributions | (2.80 | ) | (6.40 | ) | (5.24 | ) | (3.17 | ) | (1.48 | ) | (0.24 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.22 | $ | 20.40 | $ | 20.62 | $ | 22.45 | $ | 19.02 | $ | 15.75 | |||||||||||||||
Total Return(a) | (17.38 | )%** | 28.38 | % | 17.10 | % | 38.05 | % | 31.59 | % | 81.97 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 2,034,733 | $ | 3,021,319 | $ | 2,599,002 | $ | 3,081,021 | $ | 3,255,865 | $ | 1,799,736 | |||||||||||||||
Net expenses to average daily net assets | 1.05 | %(b)* | 1.05 | %(b) | 1.03 | % | 1.05 | % | 1.06 | % | 1.08 | % | |||||||||||||||
Net investment income to average daily net assets | 1.03 | %(c)** | 0.98 | % | 1.94 | % | 2.03 | % | 2.13 | % | 2.05 | % | |||||||||||||||
Portfolio turnover rate | 34 | %** | 60 | % | 44 | % | 41 | % | 57 | % | 46 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.00 | %(d) | 0.01 | % | 0.01 | % | 0.01 | % | 0.02 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.03 | $ | 0.02 | $ | 0.02 | $ | 0.01 | $ | 0.00 | (e) | $ | 0.05 |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(b) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(c) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
(d) Ratio is less than 0.01%.
(e) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
26
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27
GMO Emerging Markets Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class V share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | ||||||||||||||||
Net asset value, beginning of period | $ | 20.39 | $ | 20.61 | $ | 22.44 | $ | 19.02 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)† | 0.20 | 0.23 | 0.43 | 0.22 | |||||||||||||||
Net realized and unrealized gain (loss) | (3.58 | ) | 5.96 | 2.98 | 6.39 | ||||||||||||||
Total from investment operations | (3.38 | ) | 6.19 | 3.41 | 6.61 | ||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||
From net investment income | — | (0.34 | ) | (0.55 | ) | (0.45 | ) | ||||||||||||
From net realized gains | (2.80 | ) | (6.07 | ) | (4.69 | ) | (2.74 | ) | |||||||||||
Total distributions | (2.80 | ) | (6.41 | ) | (5.24 | ) | (3.19 | ) | |||||||||||
Net asset value, end of period | $ | 14.21 | $ | 20.39 | $ | 20.61 | $ | 22.44 | |||||||||||
Total Return(c) | (17.39 | )%** | 28.43 | % | 17.11 | % | 38.12 | % | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 918,785 | $ | 1,190,887 | $ | 679,988 | $ | 1,447,059 | |||||||||||
Net expenses to average daily net assets | 1.03 | %(d)* | 1.03 | %(d) | 1.01 | % | 1.04 | % | |||||||||||
Net investment income to average daily net assets | 1.05 | %(e)** | 0.98 | % | 1.97 | % | 1.06 | % | |||||||||||
Portfolio turnover rate | 34 | %** | 60 | % | 44 | % | 41 | % | |||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.00 | %(g) | 0.01 | % | 0.01 | % | |||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.01 | $ | 0.05 | $ | 0.03 | $ | 0.02 |
(a) The class was inactive from October 27, 2004 to February 11, 2005.
(b) Distributions from net realized gains were less than $0.01 per share.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect
of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending
transactions (Note 2).
(e) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate
because the Fund's dividend income is not earned ratably throughout the fiscal year.
(f) The ratio for the period has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend
income is not earned ratably throughout the fiscal year.
(g) Ratio is less than 0.01%.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
*** Calculation represents portfolio turnover of the Fund for the year ended February 28, 2005.
**** Calculation represents portfolio turnover of the Fund for the year ended February 29, 2004.
See accompanying notes to the financial statements.
28
GMO Emerging Markets Fund
(A Series of GMO Trust)
Financial Highlights — (Continued)
(For a Class V share outstanding throughout each period)
Period from February 11, 2005 (commencement of operations) through | Period from March 1, 2004 through | Period from August 4, 2003 (commencement of operations) through | |||||||||||||
February 28, 2005(a) | October 26, 2004(a) | February 29, 2004 | |||||||||||||
Net asset value, beginning of period | $ | 17.88 | $ | 15.77 | $ | 10.81 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)† | (0.01 | ) | 0.25 | 0.13 | |||||||||||
Net realized and unrealized gain (loss) | 1.15 | (0.09 | ) | 5.02 | |||||||||||
Total from investment operations | 1.14 | 0.16 | 5.15 | ||||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | — | (0.07 | ) | (0.19 | ) | ||||||||||
From net realized gains | — | (0.00 | )(b) | — | |||||||||||
Total distributions | — | (0.07 | ) | (0.19 | ) | ||||||||||
Net asset value, end of period | $ | 19.02 | $ | 15.86 | $ | 15.77 | |||||||||
Total Return(c) | 6.38 | %** | 1.10 | %** | 47.82 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 38,564 | $ | 116,417 | $ | 382,193 | |||||||||
Net expenses to average daily net assets | 1.03 | %* | 1.05 | %* | 1.07 | %* | |||||||||
Net investment income to average daily net assets | (0.05 | )%(f)** | 1.70 | %(f)** | 1.69 | %* | |||||||||
Portfolio turnover rate | 57 | %*** | 57 | %*** | 46 | %**** | |||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.01 | %* | 0.02 | %* | |||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | — | — | $ | 0.03 |
See accompanying notes to the financial statements.
29
GMO Emerging Markets Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 20.42 | $ | 20.63 | $ | 22.45 | $ | 19.03 | $ | 15.76 | $ | 10.45 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.20 | 0.25 | 0.42 | 0.38 | 0.34 | 0.14 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (3.59 | ) | 5.95 | 3.01 | 6.23 | 4.41 | 5.42 | ||||||||||||||||||||
Total from investment operations | (3.39 | ) | 6.20 | 3.43 | 6.61 | 4.75 | 5.56 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.34 | ) | (0.56 | ) | (0.45 | ) | (0.33 | ) | (0.25 | ) | ||||||||||||||||
From net realized gains | (2.80 | ) | (6.07 | ) | (4.69 | ) | (2.74 | ) | (1.15 | ) | — | ||||||||||||||||
Total distributions | (2.80 | ) | (6.41 | ) | (5.25 | ) | (3.19 | ) | (1.48 | ) | (0.25 | ) | |||||||||||||||
Net asset value, end of period | $ | 14.23 | $ | 20.42 | $ | 20.63 | $ | 22.45 | $ | 19.03 | $ | 15.76 | |||||||||||||||
Total Return(b) | (17.42 | )%** | 28.49 | % | 17.20 | % | 38.07 | % | 31.63 | % | 53.62 | %** | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 4,158,083 | $ | 5,902,406 | $ | 5,116,565 | $ | 3,203,435 | $ | 2,083,376 | $ | 879,837 | |||||||||||||||
Net expenses to average daily net assets | 1.00 | %(c)* | 1.00 | %(c) | 0.98 | % | 1.00 | % | 1.01 | % | 1.04 | %* | |||||||||||||||
Net investment income to average daily net assets | 1.06 | %(d)** | 1.05 | % | 1.93 | % | 1.94 | % | 2.15 | % | 1.54 | %* | |||||||||||||||
Portfolio turnover rate | 34 | %** | 60 | % | 44 | % | 41 | % | 57 | % | 46 | %*** | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.00 | %(e) | 0.01 | % | 0.01 | % | 0.01 | % | 0.02 | %* | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.03 | $ | 0.03 | $ | 0.02 | $ | 0.02 | $ | 0.03 | $ | 0.04 |
(a) Period from June 30, 2003 (commencement of operations) through February 29, 2004.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) The net expense ratio does not include the effect of expense reductions, except for reimbursements related to securities lending transactions (Note 2).
(d) The ratio for the six months ended August 31, 2008, has not been annualized since the Fund believes it would not be appropriate because the Fund's dividend income is not earned ratably throughout the fiscal year.
(e) Ratio is less than 0.01%.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
*** Calculation represents portfolio turnover of the Fund for the year ended February 29, 2004.
See accompanying notes to the financial statements.
30
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Emerging Markets Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its investment objective by outperforming the S&P/IFCI (Investable) Composite Index. The Fund typically makes equity investments in companies whose stocks are traded in the securities markets of the world's non-developed markets ("emerging markets"), which excludes countries that are included in the MSCI EAFE Index.
Throughout the period ended August 31, 2008, the Fund had four classes of shares outstanding: Class III, Class IV, Class V and Class VI. Each class of shares bears a different level of shareholder service fees.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). Shares of GMO Special Purpose Holding Fund are not publicly available for direct purchase.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a
31
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
Indian regulators have alleged that the Fund violated certain conditions under which it was granted permission to operate in India and have restricted a portion of the Fund's locally held assets pending resolution of the dispute. The amount of these restricted assets represents less than 0.1% of the Fund's net assets as of August 31, 2008. The valuation of this possible claim and all matters relating to the Fund's response to these allegations are subject to supervision and control of the Trustees, and all costs in respect of this matter are being borne by the Fund.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $18,263 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
32
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 3,367,027,506 | $ | 39,905,771 | |||||||
Level 2 - Other Significant Observable Inputs | 6,322,562,374 | — | |||||||||
Level 3 - Significant Unobservable Inputs | 272,452,407 | — | |||||||||
Total | $ | 9,962,042,287 | $ | 39,905,771 |
* Other financial instruments include foreign currency.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 285,092,634 | $ | — | |||||||
Realized gain (loss) | 33,411,198 | — | |||||||||
Change in unrealized appreciation/depreciation | (151,226,471 | ) | — | ||||||||
Net purchases (sales) | 24,759,296 | — | |||||||||
Net transfers in and/or out of Level 3 | 80,415,750 | — | |||||||||
Balance as of August 31, 2008 | $ | 272,452,407 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts,
33
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. The Fund had no forward currency contracts outstanding at the end of the period.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the
34
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over whether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments t hat the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. Indexed securities held by the Fund at the end of the period are listed in the Fund's Schedule of Investments.
35
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing,
36
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. As of August 31, 2008, the Fund had loaned securities valued by the Fund at $230,706,775, collateralized by cash in the amount of $238,415,817, which was invested in the Bank of New York Mellon Institutional Cash Reserves Fund.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Foreign taxes paid by the Fund may be treated, to the extent permissible under the Code and, if the Fund so elects, as if paid by the shareholders of the Fund.
The Fund may be subject to capital gains and repatriation taxes imposed by some countries in which it invests. For the period ended August 31, 2008, the Fund incurred $3,868,096 in capital gain taxes, which is included in net realized gain (loss) in the Statement of Operations.
The Fund is subject to a Contribuição Provisória sobre Movimentações Financiera ("CPMF") tax which is applied to foreign exchange transactions representing capital inflows or outflows to/from the Brazilian market. The CPMF tax has been included in the net realized gain (loss) on investmets throughout the period. For the period ended August 31, 2008, the Fund incurred $21,092 in CPMF tax, which is included in net realized gain (loss) on foreign currency, forward contracts and foreign currency related transactions in the Statement of Operations.
The Fund is currently subject to a Taiwanese security transaction tax of 0.30% of the transaction amount on equities and 0.10% of the transaction amount on mutual fund shares, which must be paid by the Fund upon the sale or transfer of any portfolio securities subject to that tax.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are
37
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October currency losses of $12,836,574.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 10,271,601,233 | $ | 1,221,221,892 | $ | (1,530,780,838 | ) | $ | (309,558,946 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
38
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations. In addition, the Fund also incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.80% of the amount invested or redeemed. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. These fees are allocated relative to each class's net assets on the share transaction date. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp dut ies and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
Investments in securities of issuers in emerging countries present risks that are not inherent in many other investments. Many emerging countries are subject to political and/or economic instability. The securities markets of emerging countries are generally smaller and less developed than the securities markets of the U.S. and developed foreign markets. Further, countries may impose various types of foreign currency
39
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
regulations or controls that impede the Fund's ability to repatriate amounts it receives. The Fund may acquire interests in securities in some countries based on the Manager's expectations that conditions in those countries will improve. These factors may result in significant volatility in the values of the Fund's holdings. The markets in emerging countries are typically less liquid than those of developed markets. Accordingly, the Fund may not be able to realize in an actual sale amounts approximating the values it has placed on its holdings.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.81% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares, 0.105% for Class IV shares, 0.085% for Class V shares, and 0.055% for Class VI shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.81% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, custodial fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
40
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund incurs fees and expenses indirectly as a shareholder in the GMO Special Purpose Holding Fund. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees) | Indirect Shareholder Service Fees | Total Indirect Expenses | |||||||||
0.000 | % | 0.000 | % | 0.000 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $66,569 and $36,340, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $4,048,413,617 and $5,258,280,766, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, the Fund had no shareholders individually holding more than 10% of the Fund's outstanding shares.
As of August 31, 2008, 0.23% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 20.96% of the Fund's shares were held by accounts for which the Manager has investment discretion.
41
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 16,150,785 | $ | 262,814,638 | 511,450 | $ | 11,067,541 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 28,205,569 | 427,878,473 | 41,256,239 | 944,580,044 | |||||||||||||||
Shares repurchased | (24,221,872 | ) | (420,982,521 | ) | (82,489,753 | ) | (1,996,490,628 | ) | |||||||||||
Purchase premiums | — | 495,625 | — | 34,924 | |||||||||||||||
Redemption fees | — | 2,709,694 | — | 6,221,718 | |||||||||||||||
Net increase (decrease) | 20,134,482 | $ | 272,915,909 | (40,722,064 | ) | $ | (1,034,586,401 | ) | |||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 2,061,139 | $ | 30,062,340 | 42,157,428 | $ | 1,040,161,863 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 23,256,061 | 351,166,527 | 35,738,546 | 808,409,341 | |||||||||||||||
Shares repurchased | (30,277,085 | ) | (565,939,942 | ) | (55,851,088 | ) | (1,362,248,327 | ) | |||||||||||
Purchase premiums | — | 217,180 | — | 4,000 | |||||||||||||||
Redemption fees | — | 3,484,750 | — | 3,196,572 | |||||||||||||||
Net increase (decrease) | (4,959,885 | ) | $ | (181,009,145 | ) | 22,044,886 | $ | 489,523,449 |
42
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class V: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,705,254 | $ | 32,236,806 | 36,562,016 | $ | 922,567,536 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 10,762,433 | 162,405,109 | 12,460,349 | 281,241,715 | |||||||||||||||
Shares repurchased | (6,204,563 | ) | (101,724,816 | ) | (23,612,498 | ) | (586,826,685 | ) | |||||||||||
Purchase premiums | — | 80,455 | — | — | |||||||||||||||
Redemption fees | — | 548,782 | — | 2,262,707 | |||||||||||||||
Net increase (decrease) | 6,263,124 | $ | 93,546,336 | 25,409,867 | $ | 619,245,273 | |||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 15,970,102 | $ | 282,347,582 | 25,646,673 | $ | 584,700,516 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 49,969,837 | 755,543,934 | 64,927,161 | 1,472,096,525 | |||||||||||||||
Shares repurchased | (62,895,653 | ) | (1,077,382,849 | ) | (49,478,255 | ) | (1,203,172,374 | ) | |||||||||||
Purchase premiums | — | 699,958 | — | 953,166 | |||||||||||||||
Redemption fees | — | 6,824,576 | — | 6,273,038 | |||||||||||||||
Net increase (decrease) | 3,044,286 | $ | (31,966,799 | ) | 41,095,579 | $ | 860,850,871 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Special Purpose Holding Fund | $ | 10,161 | $ | — | $ | — | $ | — | $ | 18,263 | $ | 5,887 | |||||||||||||||
Totals | $ | 10,161 | $ | — | $ | — | $ | — | $ | 18,263 | $ | 5,887 |
43
GMO Emerging Markets Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
An affiliated company is a company in which the Fund has or had ownership of at least 5% of the voting securities. A summary of the Fund's transactions with companies which are or were affiliates during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Value, end of period | ||||||||||||||||||
Bakrie & Brothers Tbk PT* | $ | 52,163,380 | $ | — | $ | 30,662,144 | $ | — | $ | 6,914,872 | |||||||||||||
Biomass Korea Co Ltd | 4,806,682 | — | — | — | 2,724,646 | ||||||||||||||||||
Boryung Pharmaceutical Co Ltd | 9,623,938 | — | 610,532 | — | 4,187,410 | ||||||||||||||||||
CBAY Systems Holdings Ltd | 18,319,951 | — | — | — | 16,806,081 | ||||||||||||||||||
Daehan Pulp Co Ltd | 3,241,894 | — | — | — | 1,990,726 | ||||||||||||||||||
Dimerco Express Taiwan Corp | 13,447,262 | — | — | 154,271 | 11,716,997 | ||||||||||||||||||
EnE System Inc | 9,225,369 | — | — | — | 5,513,906 | ||||||||||||||||||
In The F Co Ltd | 11,011,120 | — | — | — | 7,278,316 | ||||||||||||||||||
Les Enphants Co Ltd | 8,606,563 | — | — | 62,383 | 9,126,906 | ||||||||||||||||||
Millenium Information Technology | 787,470 | — | — | — | 787,469 | ||||||||||||||||||
Pumyang Construction Co Ltd | 13,435,930 | — | — | — | 12,632,415 | ||||||||||||||||||
Star Block Co Ltd | 987 | — | — | — | 908 | ||||||||||||||||||
(Foreign Registered) | |||||||||||||||||||||||
Totals | $ | 144,670,546 | $ | — | $ | 31,272,676 | $ | 216,654 | $ | 79,680,652 |
* No longer an affiliate as of August 31, 2008.
44
GMO Emerging Markets Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory
45
GMO Emerging Markets Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain
46
GMO Emerging Markets Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
47
GMO Emerging Markets Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
48
GMO Emerging Markets Fund
(A Series of GMO Trust)
Fund Expenses — (Continued)
August 31, 2008 (Unaudited)
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 1.10 | % | $ | 1,000.00 | $ | 825.90 | $ | 5.06 | |||||||||||
2) Hypothetical | 1.10 | % | $ | 1,000.00 | $ | 1,019.66 | $ | 5.60 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 1.05 | % | $ | 1,000.00 | $ | 826.20 | $ | 4.83 | |||||||||||
2) Hypothetical | 1.05 | % | $ | 1,000.00 | $ | 1,019.91 | $ | 5.35 | |||||||||||
Class V | |||||||||||||||||||
1) Actual | 1.03 | % | $ | 1,000.00 | $ | 826.10 | $ | 4.74 | |||||||||||
2) Hypothetical | 1.03 | % | $ | 1,000.00 | $ | 1,020.01 | $ | 5.24 | |||||||||||
Class VI | |||||||||||||||||||
1) Actual | 1.00 | % | $ | 1,000.00 | $ | 825.80 | $ | 4.60 | |||||||||||
2) Hypothetical | 1.00 | % | $ | 1,000.00 | $ | 1,020.16 | $ | 5.09 |
* Expenses are calculated using each Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
49
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.4 | % | |||||
Short-Term Investments | 3.3 | ||||||
Futures | 0.0 | ||||||
Other | 0.3 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Health Care | 24.4 | % | |||||
Energy | 19.9 | ||||||
Consumer Staples | 18.0 | ||||||
Information Technology | 16.0 | ||||||
Financials | 6.7 | ||||||
Industrials | 5.9 | ||||||
Consumer Discretionary | 5.9 | ||||||
Materials | 2.1 | ||||||
Telecommunication Services | 1.0 | ||||||
Utilities | 0.1 | ||||||
100.0 | % |
1
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.4% | |||||||||||||||
Consumer Discretionary — 5.6% | |||||||||||||||
62,900 | Abercrombie & Fitch Co.-Class A | 3,299,105 | |||||||||||||
8,100 | Advance Auto Parts, Inc. | 348,624 | |||||||||||||
73,200 | Amazon.com, Inc. * | 5,915,292 | |||||||||||||
21,900 | American Eagle Outfitters, Inc. | 329,595 | |||||||||||||
80,600 | Apollo Group, Inc.-Class A * | 5,132,608 | |||||||||||||
90,400 | AutoNation, Inc. * | 1,026,040 | |||||||||||||
28,820 | AutoZone, Inc. * | 3,954,969 | |||||||||||||
155,100 | Bed Bath & Beyond, Inc. * | 4,755,366 | |||||||||||||
75,000 | Best Buy Co., Inc. | 3,357,750 | |||||||||||||
25,100 | BorgWarner, Inc. | 1,037,885 | |||||||||||||
114,600 | Coach, Inc. * | 3,322,254 | |||||||||||||
22,800 | DirecTV Group (The), Inc. * | 643,188 | |||||||||||||
40,900 | Discovery Holding Co.-Class A * | 827,407 | |||||||||||||
35,900 | Family Dollar Stores, Inc. | 894,628 | |||||||||||||
45,700 | GameStop Corp.-Class A * | 2,004,859 | |||||||||||||
171,600 | Gannett Co., Inc. | 3,052,764 | |||||||||||||
144,400 | Gap (The), Inc. | 2,808,580 | |||||||||||||
81,900 | General Motors Corp. | 819,000 | |||||||||||||
148,400 | Harley-Davidson, Inc. | 5,903,352 | |||||||||||||
2,118,304 | Home Depot, Inc. | 57,448,404 | |||||||||||||
21,300 | ITT Educational Services, Inc. * | 1,893,783 | |||||||||||||
45,600 | Johnson Controls, Inc. | 1,409,952 | |||||||||||||
124,600 | Kohl's Corp. * | 6,126,582 | |||||||||||||
59,200 | Liz Claiborne, Inc. | 959,632 | |||||||||||||
951,400 | Lowe's Cos., Inc. | 23,442,496 | |||||||||||||
100,700 | McDonald's Corp. | 6,248,435 | |||||||||||||
11,300 | Mohawk Industries, Inc. * | 780,265 | |||||||||||||
30,900 | Nike, Inc.-Class B | 1,872,849 | |||||||||||||
279,500 | Office Depot, Inc. * | 1,967,680 | |||||||||||||
7,800 | Ross Stores, Inc. | 313,638 | |||||||||||||
304,400 | Staples, Inc. | 7,366,480 |
See accompanying notes to the financial statements.
2
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Discretionary — continued | |||||||||||||||
232,200 | Target Corp. | 12,311,244 | |||||||||||||
106,300 | TJX Cos. (The), Inc. | 3,852,312 | |||||||||||||
18,200 | Urban Outfitters, Inc. * | 648,284 | |||||||||||||
8,100 | Yum! Brands, Inc. | 289,008 | |||||||||||||
Total Consumer Discretionary | 176,364,310 | ||||||||||||||
Consumer Staples — 17.4% | |||||||||||||||
1,166,800 | Altria Group, Inc. | 24,537,804 | |||||||||||||
160,100 | Archer-Daniels-Midland Co. | 4,076,146 | |||||||||||||
89,500 | Avon Products, Inc. | 3,833,285 | |||||||||||||
1,848,900 | Coca-Cola Co. (The) | 96,272,223 | |||||||||||||
48,500 | Coca-Cola Enterprises, Inc. | 827,895 | |||||||||||||
308,700 | Colgate-Palmolive Co. | 23,470,461 | |||||||||||||
123,500 | Costco Wholesale Corp. | 8,281,910 | |||||||||||||
53,800 | CVS Caremark Corp. | 1,969,080 | |||||||||||||
36,900 | Energizer Holdings, Inc. * | 3,134,286 | |||||||||||||
59,600 | Estee Lauder Cos. (The), Inc.-Class A | 2,966,292 | |||||||||||||
36,500 | General Mills, Inc. | 2,415,570 | |||||||||||||
20,700 | HJ Heinz Co. | 1,041,624 | |||||||||||||
8,100 | Hormel Foods Corp. | 288,846 | |||||||||||||
37,600 | Kellogg Co. | 2,046,944 | |||||||||||||
177,100 | Kimberly-Clark Corp. | 10,923,528 | |||||||||||||
129,906 | Kraft Foods, Inc. | 4,093,338 | |||||||||||||
8,100 | McCormick & Co., Inc. (Non Voting) | 327,645 | |||||||||||||
10,000 | Pepsi Bottling Group (The), Inc. | 295,800 | |||||||||||||
13,400 | PepsiAmericas, Inc. | 313,962 | |||||||||||||
1,341,500 | PepsiCo, Inc. | 91,865,920 | |||||||||||||
513,500 | Philip Morris International, Inc. | 27,574,950 | |||||||||||||
1,118,800 | Procter & Gamble Co. (The) | 78,058,676 | |||||||||||||
40,325 | Supervalu, Inc. | 935,137 | |||||||||||||
18,400 | Tyson Foods, Inc.-Class A | 267,168 | |||||||||||||
65,400 | UST, Inc. | 3,504,786 | |||||||||||||
744,400 | Walgreen Co. | 27,118,492 |
See accompanying notes to the financial statements.
3
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Staples — continued | |||||||||||||||
2,026,300 | Wal-Mart Stores, Inc. | 119,693,541 | |||||||||||||
54,700 | WM Wrigley Jr. Co. | 4,347,556 | |||||||||||||
Total Consumer Staples | 544,482,865 | ||||||||||||||
Energy — 19.2% | |||||||||||||||
189,400 | Anadarko Petroleum Corp. | 11,691,662 | |||||||||||||
217,710 | Apache Corp. | 24,901,670 | |||||||||||||
11,600 | Arch Coal, Inc. | 629,184 | |||||||||||||
28,200 | Baker Hughes, Inc. | 2,256,282 | |||||||||||||
67,600 | BJ Services Co. | 1,815,060 | |||||||||||||
6,800 | Cabot Oil & Gas Corp. | 302,192 | |||||||||||||
49,900 | Cameron International Corp. * | 2,324,841 | |||||||||||||
176,400 | Chesapeake Energy Corp. | 8,537,760 | |||||||||||||
1,468,800 | Chevron Corp. | 126,786,816 | |||||||||||||
10,100 | Cimarex Energy Co. | 560,954 | |||||||||||||
3,800 | Comstock Resources, Inc. * | 246,772 | |||||||||||||
704,168 | ConocoPhillips | 58,100,902 | |||||||||||||
66,300 | Denbury Resources, Inc. * | 1,650,207 | |||||||||||||
230,100 | Devon Energy Corp. | 23,481,705 | |||||||||||||
30,140 | Diamond Offshore Drilling, Inc. | 3,312,687 | |||||||||||||
4,300 | Encore Acquisition Co. * | 221,708 | |||||||||||||
4,300 | ENSCO International, Inc. | 291,454 | |||||||||||||
85,990 | EOG Resources, Inc. | 8,979,076 | |||||||||||||
2,244,900 | Exxon Mobil Corp. | 179,614,449 | |||||||||||||
51,900 | FMC Technologies, Inc. * | 2,779,764 | |||||||||||||
4,900 | Forest Oil Corp. * | 278,908 | |||||||||||||
3,900 | Foundation Coal Holdings, Inc. | 230,685 | |||||||||||||
105,900 | Halliburton Co. | 4,653,246 | |||||||||||||
4,800 | Helmerich & Payne, Inc. | 274,176 | |||||||||||||
121,090 | Hess Corp. | 12,679,334 | |||||||||||||
84,000 | Murphy Oil Corp. | 6,596,520 | |||||||||||||
75,300 | Nabors Industries Ltd. * | 2,682,939 | |||||||||||||
3,800 | National Oilwell Varco, Inc. * | 280,174 | |||||||||||||
10,800 | Newfield Exploration Co. * | 488,376 |
See accompanying notes to the financial statements.
4
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
46,200 | Noble Corp. | 2,323,398 | |||||||||||||
33,300 | Noble Energy, Inc. | 2,388,609 | |||||||||||||
691,000 | Occidental Petroleum Corp. | 54,837,760 | |||||||||||||
18,700 | Patterson-UTI Energy, Inc. | 531,454 | |||||||||||||
11,900 | Peabody Energy Corp. | 749,105 | |||||||||||||
4,900 | Pioneer Natural Resources Co. | 309,533 | |||||||||||||
9,400 | Plains Exploration & Production Co. * | 506,660 | |||||||||||||
28,800 | Quicksilver Resources, Inc. * | 696,672 | |||||||||||||
15,500 | Range Resources Corp. | 719,510 | |||||||||||||
121,900 | Schlumberger Ltd. | 11,485,418 | |||||||||||||
32,900 | Smith International, Inc. | 2,293,130 | |||||||||||||
109,300 | Southwestern Energy Co. * | 4,193,841 | |||||||||||||
32,800 | Sunoco, Inc. | 1,455,664 | |||||||||||||
95,019 | Transocean, Inc. * | 12,086,417 | |||||||||||||
253,100 | Valero Energy Corp. | 8,797,756 | |||||||||||||
5,600 | W&T Offshore, Inc. | 196,896 | |||||||||||||
164,200 | Weatherford International Ltd. * | 6,334,836 | |||||||||||||
6,000 | Whiting Petroleum Corp. * | 577,440 | |||||||||||||
65,100 | XTO Energy, Inc. | 3,281,691 | |||||||||||||
Total Energy | 600,415,293 | ||||||||||||||
Financials — 6.5% | |||||||||||||||
14,900 | ACE Ltd. | 783,889 | |||||||||||||
213,100 | Aflac, Inc. | 12,082,770 | |||||||||||||
477,400 | Allstate Corp. (The) | 21,545,062 | |||||||||||||
714,600 | American International Group, Inc. | 15,356,754 | |||||||||||||
35,200 | AON Corp. | 1,671,648 | |||||||||||||
31,300 | Assurant, Inc. | 1,828,859 | |||||||||||||
972,977 | Bank of America Corp. | 30,298,504 | |||||||||||||
170,100 | BB&T Corp. | 5,103,000 | |||||||||||||
28,160 | BlackRock, Inc. | 6,117,760 | |||||||||||||
57,500 | Charles Schwab Corp. (The) | 1,379,425 | |||||||||||||
369,200 | Chubb Corp. | 17,725,292 | |||||||||||||
1,637,100 | Citigroup, Inc. | 31,088,529 |
See accompanying notes to the financial statements.
5
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
48,200 | Comerica, Inc. | 1,353,938 | |||||||||||||
16,000 | Fifth Third Bancorp | 252,480 | |||||||||||||
30,400 | First American Corp. | 768,208 | |||||||||||||
44,300 | Freddie Mac | 199,793 | |||||||||||||
3,290 | Goldman Sachs Group, Inc. | 539,461 | |||||||||||||
72,600 | Hartford Financial Services Group (The), Inc. | 4,579,608 | |||||||||||||
225,500 | Hudson City Bancorp, Inc. | 4,158,220 | |||||||||||||
82,600 | Leucadia National Corp. | 3,823,554 | |||||||||||||
20,400 | Marshall & Ilsley Corp. | 314,160 | |||||||||||||
15,700 | Morgan Stanley | 641,031 | |||||||||||||
10,800 | Nasdaq OMX Group (The), Inc. * | 353,052 | |||||||||||||
3,900 | Northern Trust Corp. | 313,521 | |||||||||||||
23,700 | Old Republic International Corp. | 259,041 | |||||||||||||
228,000 | Progressive Corp. (The) | 4,211,160 | |||||||||||||
21,800 | Safeco Corp. | 1,473,680 | |||||||||||||
31,200 | SEI Investment Co. | 736,944 | |||||||||||||
37,100 | State Street Corp. | 2,510,557 | |||||||||||||
12,400 | T. Rowe Price Group, Inc. | 736,064 | |||||||||||||
33,200 | Torchmark Corp. | 1,983,368 | |||||||||||||
386,700 | Travelers Cos. (The), Inc. | 17,076,672 | |||||||||||||
14,700 | UnionBanCal Corp. | 1,083,096 | |||||||||||||
26,900 | Unum Group | 683,529 | |||||||||||||
226,500 | US Bancorp | 7,216,290 | |||||||||||||
65,250 | W.R. Berkley Corp. | 1,537,290 | |||||||||||||
27,200 | Wachovia Corp. | 432,208 | |||||||||||||
Total Financials | 202,218,417 | ||||||||||||||
Health Care — 23.5% | |||||||||||||||
335,700 | Abbott Laboratories | 19,279,251 | |||||||||||||
29,000 | Aetna, Inc. | 1,251,060 | |||||||||||||
139,300 | AmerisourceBergen Corp. | 5,712,693 | |||||||||||||
254,600 | Amgen, Inc. * | 16,001,610 | |||||||||||||
10,500 | Amylin Pharmaceuticals, Inc. * | 230,790 | |||||||||||||
9,500 | Applied Biosystems, Inc. | 346,655 |
See accompanying notes to the financial statements.
6
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
14,000 | Bard (C.R.), Inc. | 1,308,300 | |||||||||||||
15,900 | Becton, Dickinson & Co. | 1,389,342 | |||||||||||||
155,500 | Biogen Idec, Inc. * | 7,919,615 | |||||||||||||
9,000 | BioMarin Pharmaceutical, Inc. * | 271,260 | |||||||||||||
170,800 | Cardinal Health, Inc. | 9,390,584 | |||||||||||||
21,700 | Covance, Inc. * | 2,047,178 | |||||||||||||
258,200 | Coventry Health Care, Inc. * | 9,042,164 | |||||||||||||
17,000 | DENTSPLY International, Inc. | 666,230 | |||||||||||||
588,200 | Eli Lilly & Co. | 27,439,530 | |||||||||||||
326,000 | Express Scripts, Inc. * | 23,931,660 | |||||||||||||
332,200 | Forest Laboratories, Inc. * | 11,856,218 | |||||||||||||
43,000 | Genentech, Inc. * | 4,246,250 | |||||||||||||
27,300 | Genzyme Corp. * | 2,137,590 | |||||||||||||
449,900 | Gilead Sciences, Inc. * | 23,700,732 | |||||||||||||
7,300 | Illumina, Inc. * | 628,749 | |||||||||||||
15,730 | Intuitive Surgical, Inc. * | 4,644,597 | |||||||||||||
31,500 | Invitrogen Corp. * | 1,337,490 | |||||||||||||
2,027,700 | Johnson & Johnson | 142,810,911 | |||||||||||||
61,000 | King Pharmaceuticals, Inc. * | 697,840 | |||||||||||||
372,000 | McKesson Corp. | 21,494,160 | |||||||||||||
135,100 | Medco Health Solutions, Inc. * | 6,329,435 | |||||||||||||
330,700 | Medtronic, Inc. | 18,056,220 | |||||||||||||
1,158,900 | Merck & Co., Inc. | 41,337,963 | |||||||||||||
28,700 | Patterson Cos., Inc. * | 933,898 | |||||||||||||
402,300 | PDL BioPharma, Inc. | 4,855,761 | |||||||||||||
8,600 | Perrigo Co. | 300,914 | |||||||||||||
6,260,480 | Pfizer, Inc. | 119,637,773 | |||||||||||||
33,200 | Quest Diagnostics, Inc. | 1,794,460 | |||||||||||||
205,200 | Stryker Corp. | 13,787,388 | |||||||||||||
3,391,072 | UnitedHealth Group, Inc. | 103,258,142 | |||||||||||||
31,700 | Varian Medical Systems, Inc. * | 2,002,172 | |||||||||||||
9,200 | Waters Corp. * | 627,900 | |||||||||||||
542,000 | WellPoint, Inc. * | 28,612,180 |
See accompanying notes to the financial statements.
7
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
409,700 | Wyeth | 17,731,816 | |||||||||||||
524,200 | Zimmer Holdings, Inc. * | 37,946,838 | |||||||||||||
Total Health Care | 736,995,319 | ||||||||||||||
Industrials — 5.7% | |||||||||||||||
254,100 | 3M Co. | 18,193,560 | |||||||||||||
42,910 | Burlington Northern Santa Fe Corp. | 4,608,534 | |||||||||||||
16,500 | Caterpillar, Inc. | 1,167,045 | |||||||||||||
121,500 | CH Robinson Worldwide, Inc. | 6,331,365 | |||||||||||||
29,500 | Copart, Inc. * | 1,298,295 | |||||||||||||
92,300 | CSX Corp. | 5,969,964 | |||||||||||||
176,100 | Danaher Corp. | 14,364,477 | |||||||||||||
206,000 | Deere & Co. | 14,537,420 | |||||||||||||
87,000 | Emerson Electric Co. | 4,071,600 | |||||||||||||
6,100 | Fastenal Co. | 316,773 | |||||||||||||
19,790 | Flowserve Corp. | 2,614,655 | |||||||||||||
74,000 | Fluor Corp. | 5,929,620 | |||||||||||||
4,300 | FTI Consulting, Inc. * | 315,620 | |||||||||||||
286,700 | General Dynamics Corp. | 26,462,410 | |||||||||||||
24,400 | Goodrich Corp. | 1,250,500 | |||||||||||||
5,200 | Harsco Corp. | 273,728 | |||||||||||||
14,500 | Honeywell International, Inc. | 727,465 | |||||||||||||
48,000 | Jacobs Engineering Group, Inc. * | 3,543,360 | |||||||||||||
10,300 | Joy Global, Inc. | 731,712 | |||||||||||||
96,500 | L-3 Communications Holdings, Inc. | 10,030,210 | |||||||||||||
2,830 | Lockheed Martin Corp. | 329,525 | |||||||||||||
10,800 | Manitowoc Co. (The), Inc. | 271,944 | |||||||||||||
12,300 | Manpower, Inc. | 591,138 | |||||||||||||
46,000 | Masco Corp. | 876,760 | |||||||||||||
23,700 | Norfolk Southern Corp. | 1,742,661 | |||||||||||||
8,900 | Northrop Grumman Corp. | 612,765 | |||||||||||||
74,400 | Paccar, Inc. | 3,203,664 | |||||||||||||
67,800 | Parker-Hannifin Corp. | 4,343,946 | |||||||||||||
40,200 | Raytheon Co. | 2,411,598 |
See accompanying notes to the financial statements.
8
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
22,100 | Rockwell Collins, Inc. | 1,162,239 | |||||||||||||
9,200 | Ryder Systems, Inc. | 593,584 | |||||||||||||
10,730 | SPX Corp. | 1,279,552 | |||||||||||||
12,700 | Stericycle, Inc. * | 753,110 | |||||||||||||
83,100 | Textron, Inc. | 3,415,410 | |||||||||||||
112,200 | Tyco International Ltd. | 4,811,136 | |||||||||||||
29,800 | Union Pacific Corp. | 2,500,220 | |||||||||||||
110,900 | United Parcel Service, Inc.-Class B | 7,110,908 | |||||||||||||
275,700 | United Technologies Corp. | 18,083,163 | |||||||||||||
3,800 | W.W. Grainger, Inc. | 342,114 | |||||||||||||
Total Industrials | 177,173,750 | ||||||||||||||
Information Technology — 15.4% | |||||||||||||||
18,900 | Activision Blizzard, Inc. * | 620,298 | |||||||||||||
98,000 | Affiliated Computer Services, Inc.-Class A * | 5,217,520 | |||||||||||||
6,400 | Amphenol Corp.-Class A | 304,128 | |||||||||||||
221,250 | Apple, Inc. * | 37,508,512 | |||||||||||||
17,000 | BMC Software, Inc. * | 553,520 | |||||||||||||
2,001,200 | Cisco Systems, Inc. * | 48,128,860 | |||||||||||||
86,700 | Citrix Systems, Inc. * | 2,624,409 | |||||||||||||
15,900 | Cypress Semiconductor Corp. * | 515,478 | |||||||||||||
475,500 | Dell, Inc. * | 10,332,615 | |||||||||||||
896,300 | eBay, Inc. * | 22,344,759 | |||||||||||||
166,500 | EMC Corp. * | 2,544,120 | |||||||||||||
148,200 | Fiserv, Inc. * | 7,685,652 | |||||||||||||
33,900 | FLIR Systems, Inc. * | 1,210,230 | |||||||||||||
72,810 | Google, Inc.-Class A * | 33,732,145 | |||||||||||||
8,100 | Hewitt Associates, Inc.-Class A * | 325,701 | |||||||||||||
101,700 | Hewlett-Packard Co. | 4,771,764 | |||||||||||||
504,400 | Intel Corp. | 11,535,628 | |||||||||||||
165,840 | International Business Machines Corp. | 20,187,703 | |||||||||||||
11,500 | Intuit, Inc. * | 345,805 | |||||||||||||
97,400 | Juniper Networks, Inc. * | 2,503,180 | |||||||||||||
14,000 | Lexmark International, Inc. * | 503,580 |
See accompanying notes to the financial statements.
9
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
30,400 | MasterCard, Inc.-Class A | 7,373,520 | |||||||||||||
5,106,300 | Microsoft Corp. | 139,350,927 | |||||||||||||
2,376,800 | Oracle Corp. * | 52,123,224 | |||||||||||||
1,151,500 | Qualcomm, Inc. | 60,626,475 | |||||||||||||
8,800 | Salesforce.com, Inc. * | 492,976 | |||||||||||||
29,200 | Texas Instruments, Inc. | 715,692 | |||||||||||||
53,500 | Total System Services, Inc. | 1,065,720 | |||||||||||||
36,700 | VeriSign, Inc. * | 1,173,299 | |||||||||||||
124,200 | Western Digital Corp. * | 3,385,692 | |||||||||||||
128,900 | Western Union Co. (The) | 3,560,218 | |||||||||||||
Total Information Technology | 483,363,350 | ||||||||||||||
Materials — 2.1% | |||||||||||||||
25,500 | Air Products & Chemicals, Inc. | 2,342,175 | |||||||||||||
246,700 | Barrick Gold Corp. | 8,567,891 | |||||||||||||
17,300 | Dow Chemical Co. (The) | 590,449 | |||||||||||||
6,900 | Ecolab, Inc. | 315,606 | |||||||||||||
13,600 | FMC Corp. | 1,000,144 | |||||||||||||
3,300 | Freeport-McMoRan Copper & Gold, Inc. | 294,756 | |||||||||||||
295,570 | Monsanto Co. | 33,768,873 | |||||||||||||
113,600 | Nucor Corp. | 5,964,000 | |||||||||||||
55,400 | Owens-IIlinois, Inc. * | 2,470,840 | |||||||||||||
77,300 | Praxair, Inc. | 6,944,632 | |||||||||||||
7,900 | Reliance Steel & Aluminum Co. | 450,379 | |||||||||||||
34,900 | Sigma-Aldrich Corp. | 1,980,924 | |||||||||||||
Total Materials | 64,690,669 | ||||||||||||||
Telecommunication Services — 0.9% | |||||||||||||||
390,267 | AT&T, Inc. | 12,484,641 | |||||||||||||
7,800 | Crown Castle International Corp. * | 291,720 | |||||||||||||
468,322 | Verizon Communications, Inc. | 16,447,469 | |||||||||||||
Total Telecommunication Services | 29,223,830 |
See accompanying notes to the financial statements.
10
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
Utilities — 0.1% | |||||||||||||||
13,900 | Exelon Corp. | 1,055,844 | |||||||||||||
24,700 | FirstEnergy Corp. | 1,794,208 | |||||||||||||
8,500 | Southern Co. (The) | 318,835 | |||||||||||||
16,700 | TECO Energy, Inc. | 297,928 | |||||||||||||
Total Utilities | 3,466,815 | ||||||||||||||
TOTAL COMMON STOCKS (COST $3,244,604,934) | 3,018,394,618 | ||||||||||||||
SHORT-TERM INVESTMENTS — 3.3% | |||||||||||||||
Money Market Funds — 0.8% | |||||||||||||||
25,387,112 | State Street Institutional Treasury Money Market Fund-Institutional Class | 25,387,112 | |||||||||||||
Other Short-Term Investments — 2.5% | |||||||||||||||
14,718,808 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 14,718,808 | |||||||||||||
62,000,000 | U.S. Treasury Bill, 1.70%, due 01/22/09 (a) | 61,587,948 | |||||||||||||
Total Other Short-Term Investments | 76,306,756 | ||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $101,662,620) | 101,693,868 | ||||||||||||||
TOTAL INVESTMENTS — 99.7% (Cost $3,346,267,554) | 3,120,088,486 | ||||||||||||||
Other Assets and Liabilities (net) — 0.3% | 10,117,664 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 3,130,206,150 |
See accompanying notes to the financial statements.
11
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
1,104 | S&P 500 E-Mini | September 2008 | $ | 70,799,520 | $ | 550,489 |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
* Non-income producing security.
(a) Rate shown represents yield-to-maturity.
See accompanying notes to the financial statements.
12
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $3,346,267,554) (Note 2) | $ | 3,120,088,486 | |||||
Receivable for Fund shares sold | 97,175 | ||||||
Dividends and interest receivable | 8,235,777 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 3,974,400 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 58,621 | ||||||
Total assets | 3,132,454,459 | ||||||
Liabilities: | |||||||
Payable for Fund shares repurchased | 57,262 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 835,089 | ||||||
Shareholder service fee | 229,962 | ||||||
Administration fee – Class M | 6,577 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 7,498 | ||||||
Payable for 12b-1 fee – Class M | 16,470 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 855,600 | ||||||
Accrued expenses | 239,851 | ||||||
Total liabilities | 2,248,309 | ||||||
Net assets | $ | 3,130,206,150 |
See accompanying notes to the financial statements.
13
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 3,471,859,413 | |||||
Accumulated undistributed net investment income | 8,589,545 | ||||||
Accumulated net realized loss | (124,614,229 | ) | |||||
Net unrealized depreciation | (225,628,579 | ) | |||||
$ | 3,130,206,150 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 787,924,804 | |||||
Class IV shares | $ | 441,139,902 | |||||
Class VI shares | $ | 1,862,700,880 | |||||
Class M shares | $ | 38,440,564 | |||||
Shares outstanding: | |||||||
Class III | 66,784,318 | ||||||
Class IV | 37,475,937 | ||||||
Class VI | 158,242,634 | ||||||
Class M | 3,263,153 | ||||||
Net asset value per share: | |||||||
Class III | $ | 11.80 | |||||
Class IV | $ | 11.77 | |||||
Class VI | $ | 11.77 | |||||
Class M | $ | 11.78 |
See accompanying notes to the financial statements.
14
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 34,134,548 | |||||
Interest | 576,859 | ||||||
Total investment income | 34,711,407 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 5,411,588 | ||||||
Shareholder service fee – Class III (Note 3) | 752,788 | ||||||
Shareholder service fee – Class IV (Note 3) | 233,685 | ||||||
Shareholder service fee – Class VI (Note 3) | 542,749 | ||||||
12b-1 fee – Class M (Note 3) | 58,284 | ||||||
Administration fee – Class M (Note 3) | 46,627 | ||||||
Custodian, fund accounting agent and transfer agent fees | 277,841 | ||||||
Audit and tax fees | 31,096 | ||||||
Legal fees | 42,136 | ||||||
Trustees fees and related expenses (Note 3) | 19,418 | ||||||
Registration fees | 17,204 | ||||||
Miscellaneous | 23,000 | ||||||
Total expenses | 7,456,416 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (381,064 | ) | |||||
Expense reductions (Note 2) | (28,320 | ) | |||||
Net expenses | 7,047,032 | ||||||
Net investment income (loss) | 27,664,375 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (88,755,555 | ) | |||||
Closed futures contracts | (4,053,458 | ) | |||||
Net realized gain (loss) | (92,809,013 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | 31,416,227 | ||||||
Open futures contracts | 2,014,812 | ||||||
Net unrealized gain (loss) | 33,431,039 | ||||||
Net realized and unrealized gain (loss) | (59,377,974 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (31,713,599 | ) |
See accompanying notes to the financial statements.
15
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 27,664,375 | $ | 72,698,949 | |||||||
Net realized gain (loss) | (92,809,013 | ) | 349,051,892 | ||||||||
Change in net unrealized appreciation (depreciation) | 33,431,039 | (613,657,620 | ) | ||||||||
Net increase (decrease) in net assets from operations | (31,713,599 | ) | (191,906,779 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (7,560,538 | ) | (28,161,365 | ) | |||||||
Class IV | (3,747,822 | ) | (10,426,216 | ) | |||||||
Class VI | (16,254,120 | ) | (43,036,312 | ) | |||||||
Class M | (274,673 | ) | (1,560,161 | ) | |||||||
Total distributions from net investment income | (27,837,153 | ) | (83,184,054 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (171,156,746 | ) | ||||||||
Class IV | — | (61,162,205 | ) | ||||||||
Class VI | — | (291,784,061 | ) | ||||||||
Class M | — | (10,886,017 | ) | ||||||||
Total distributions from net realized gains | — | (534,989,029 | ) | ||||||||
(27,837,153 | ) | (618,173,083 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (324,037,238 | ) | (378,601,907 | ) | |||||||
Class IV | (27,955,988 | ) | (15,629,517 | ) | |||||||
Class VI | (139,009,184 | ) | (1,232,938,512 | ) | |||||||
Class M | (17,205,488 | ) | (60,272,243 | ) | |||||||
Increase (decrease) in net assets resulting from net share transactions | (508,207,898 | ) | (1,687,442,179 | ) | |||||||
Total increase (decrease) in net assets | (567,758,650 | ) | (2,497,522,041 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 3,697,964,800 | 6,195,486,841 | |||||||||
End of period (including accumulated undistributed net investment income of $8,589,545 and $8,762,323, respectively) | $ | 3,130,206,150 | $ | 3,697,964,800 |
See accompanying notes to the financial statements.
16
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 12.05 | $ | 14.77 | $ | 14.50 | $ | 14.28 | $ | 13.54 | $ | 9.98 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.09 | 0.22 | 0.22 | 0.24 | 0.19 | 0.16 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.25 | ) | (1.10 | ) | 0.64 | 0.54 | 0.73 | 3.56 | |||||||||||||||||||
Total from investment operations | (0.16 | ) | (0.88 | ) | 0.86 | 0.78 | 0.92 | 3.72 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.09 | ) | (0.25 | ) | (0.22 | ) | (0.24 | ) | (0.18 | ) | (0.16 | ) | |||||||||||||||
From net realized gains | — | (1.59 | ) | (0.37 | ) | (0.32 | ) | — | — | ||||||||||||||||||
Total distributions | (0.09 | ) | (1.84 | ) | (0.59 | ) | (0.56 | ) | (0.18 | ) | (0.16 | ) | |||||||||||||||
Net asset value, end of period | $ | 11.80 | $ | 12.05 | $ | 14.77 | $ | 14.50 | $ | 14.28 | $ | 13.54 | |||||||||||||||
Total Return(a) | (1.30 | )%** | (7.33 | )% | 5.97 | % | 5.60 | % | 6.89 | % | 37.50 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 787,925 | $ | 1,131,800 | $ | 1,789,872 | $ | 2,841,959 | $ | 1,739,392 | $ | 1,517,458 | |||||||||||||||
Net expenses to average daily net assets | 0.46 | %(b)* | 0.46 | %(b) | 0.46 | % | 0.47 | % | 0.48 | % | 0.48 | % | |||||||||||||||
Net investment income to average daily net assets | 1.52 | %* | 1.55 | % | 1.51 | % | 1.69 | % | 1.46 | % | 1.32 | % | |||||||||||||||
Portfolio turnover rate | 30 | %** | 71 | % | 78 | % | 65 | % | 65 | % | 57 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.02 | % | 0.02 | % | 0.02 | % | 0.02 | % | 0.03 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
17
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 12.02 | $ | 14.75 | $ | 14.48 | $ | 14.26 | $ | 13.52 | $ | 9.97 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.10 | 0.22 | 0.22 | 0.25 | 0.20 | 0.16 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.25 | ) | (1.10 | ) | 0.65 | 0.54 | 0.73 | 3.55 | |||||||||||||||||||
Total from investment operations | (0.15 | ) | (0.88 | ) | 0.87 | 0.79 | 0.93 | 3.71 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.10 | ) | (0.26 | ) | (0.23 | ) | (0.25 | ) | (0.19 | ) | (0.16 | ) | |||||||||||||||
From net realized gains | — | (1.59 | ) | (0.37 | ) | (0.32 | ) | — | — | ||||||||||||||||||
Total distributions | (0.10 | ) | (1.85 | ) | (0.60 | ) | (0.57 | ) | (0.19 | ) | (0.16 | ) | |||||||||||||||
Net asset value, end of period | $ | 11.77 | $ | 12.02 | $ | 14.75 | $ | 14.48 | $ | 14.26 | $ | 13.52 | |||||||||||||||
Total Return(a) | (1.27 | )%** | (7.36 | )% | 6.05 | % | 5.66 | % | 6.96 | % | 37.50 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 441,140 | $ | 478,084 | $ | 602,048 | $ | 749,822 | $ | 866,206 | $ | 709,525 | |||||||||||||||
Net expenses to average daily net assets | 0.41 | %(b)* | 0.41 | %(b) | 0.41 | % | 0.43 | % | 0.44 | % | 0.44 | % | |||||||||||||||
Net investment income to average daily net assets | 1.58 | %* | 1.57 | % | 1.55 | % | 1.76 | % | 1.49 | % | 1.36 | % | |||||||||||||||
Portfolio turnover rate | 30 | %** | 71 | % | 78 | % | 65 | % | 65 | % | 57 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.02 | % | 0.02 | % | 0.02 | % | 0.02 | % | 0.03 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
18
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004(a) | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 12.02 | $ | 14.75 | $ | 14.47 | $ | 14.26 | $ | 13.52 | $ | 11.54 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.10 | 0.23 | 0.23 | 0.25 | 0.21 | 0.10 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.25 | ) | (1.11 | ) | 0.65 | 0.54 | 0.72 | 2.01 | |||||||||||||||||||
Total from investment operations | (0.15 | ) | (0.88 | ) | 0.88 | 0.79 | 0.93 | 2.11 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.10 | ) | (0.26 | ) | (0.23 | ) | (0.26 | ) | (0.19 | ) | (0.13 | ) | |||||||||||||||
From net realized gains | — | (1.59 | ) | (0.37 | ) | (0.32 | ) | — | — | ||||||||||||||||||
Total distributions | (0.10 | ) | (1.85 | ) | (0.60 | ) | (0.58 | ) | (0.19 | ) | (0.13 | ) | |||||||||||||||
Net asset value, end of period | $ | 11.77 | $ | 12.02 | $ | 14.75 | $ | 14.47 | $ | 14.26 | $ | 13.52 | |||||||||||||||
Total Return(b) | (1.25 | )%** | (7.32 | )% | 6.17 | % | 5.64 | % | 7.01 | % | 18.41 | %** | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 1,862,701 | $ | 2,031,659 | $ | 3,671,926 | $ | 2,543,300 | $ | 1,750,325 | $ | 542,274 | |||||||||||||||
Net expenses to average daily net assets | 0.37 | %(c)* | 0.37 | %(c) | 0.37 | % | 0.38 | % | 0.39 | % | 0.39 | %* | |||||||||||||||
Net investment income to average daily net assets | 1.63 | %* | 1.63 | % | 1.61 | % | 1.78 | % | 1.56 | % | 1.17 | %* | |||||||||||||||
Portfolio turnover rate | 30 | %** | 71 | % | 78 | % | 65 | % | 65 | % | 57 | %*** | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.02 | % | 0.02 | % | 0.02 | % | 0.02 | % | 0.03 | %* |
(a) Period from June 30, 2003 (commencement of operations) through February 29, 2004.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
*** Calculation represents the portfolio turnover rate of the Fund for the year ended February 29, 2004.
See accompanying notes to the financial statements.
19
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class M share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 12.03 | $ | 14.75 | $ | 14.47 | $ | 14.26 | $ | 13.52 | $ | 9.96 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.07 | 0.18 | 0.18 | 0.20 | 0.16 | 0.12 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.25 | ) | (1.11 | ) | 0.64 | 0.53 | 0.72 | 3.57 | |||||||||||||||||||
Total from investment operations | (0.18 | ) | (0.93 | ) | 0.82 | 0.73 | 0.88 | 3.69 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.07 | ) | (0.20 | ) | (0.17 | ) | (0.20 | ) | (0.14 | ) | (0.13 | ) | |||||||||||||||
From net realized gains | — | (1.59 | ) | (0.37 | ) | (0.32 | ) | — | — | ||||||||||||||||||
Total distributions | (0.07 | ) | (1.79 | ) | (0.54 | ) | (0.52 | ) | (0.14 | ) | (0.13 | ) | |||||||||||||||
Net asset value, end of period | $ | 11.78 | $ | 12.03 | $ | 14.75 | $ | 14.47 | $ | 14.26 | $ | 13.52 | |||||||||||||||
Total Return(a) | (1.48 | )%** | (7.64 | )% | 5.73 | % | 5.22 | % | 6.61 | % | 37.23 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 38,441 | $ | 56,422 | $ | 131,640 | $ | 157,009 | $ | 171,316 | $ | 141,188 | |||||||||||||||
Net expenses to average daily net assets | 0.76 | %(b)* | 0.76 | %(b) | 0.76 | % | 0.77 | % | 0.78 | % | 0.78 | % | |||||||||||||||
Net investment income to average daily net assets | 1.22 | %* | 1.23 | % | 1.22 | % | 1.41 | % | 1.17 | % | 0.98 | % | |||||||||||||||
Portfolio turnover rate | 30 | %** | 71 | % | 78 | % | 65 | % | 65 | % | 57 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.02 | % | 0.02 | % | 0.02 | % | 0.02 | % | 0.03 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
20
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO U.S. Core Equity Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the S&P 500 Index. The Fund typically makes equity investments in companies that issue stocks included in the S&P 500 Index, and in companies with similar market capitalizations.
Throughout the period ended August 31, 2008, the Fund had four classes of shares outstanding: Class III, Class IV, Class VI, and Class M. Class M shares bear an administration fee and a 12b-1 fee while Classes III, IV and VI bear a shareholder service fee (See Note 3). The principal economic difference among the classes of shares is the type and level of fees borne by the classes.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security
21
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 3,094,701,374 | $ | 550,489 | |||||||
Level 2 - Other Significant Observable Inputs | 25,387,112 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 3,120,088,486 | $ | 550,489 |
* Other financial instruments include futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
22
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations.
23
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after
24
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $10,237,100.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 3,398,872,037 | $ | 118,263,292 | $ | (397,046,843 | ) | $ | (278,783,551 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
25
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service, 12b-1, and administration fees, which are directly attributable to a class of shares, are charged to that class's operations.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is
26
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares, 0.10% for Class IV shares and 0.055% for Class VI shares.
Class M shares of the Fund pay GMO an administration fee for support services provided to Class M shareholders. That fee is paid monthly at the annual rate of 0.20% of the average daily Class M net assets. Pursuant to a Rule 12b-1 distribution and service plan adopted by the Fund, Class M shares of the Fund may pay a fee, at the annual rate of up to 1.00% of average daily Class M net assets for any activities or expenses primarily intended to result in the sale of Class M shares of the Fund and/or the provision of services to Class M shareholders. The Trustees currently limit payments on Class M shares to 0.25% of the Fund's average daily Class M net assets.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.31% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, administration and distribution (12b-1) fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of invest ment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fee paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $17,762 and $10,212, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $1,008,957,455 and $1,457,701,655, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that
27
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 35.78% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. One of the shareholders is another fund of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 63.43% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,978,899 | $ | 23,838,627 | 10,821,336 | $ | 155,921,642 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 536,825 | 6,330,580 | 13,691,161 | 193,621,517 | |||||||||||||||
Shares repurchased | (29,672,472 | ) | (354,206,445 | ) | (51,723,168 | ) | (728,145,066 | ) | |||||||||||
Net increase (decrease) | (27,156,748 | ) | $ | (324,037,238 | ) | (27,210,671 | ) | $ | (378,601,907 | ) |
28
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 7,471,098 | $ | 107,806,250 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 289,421 | 3,399,012 | 5,018,252 | 70,729,411 | |||||||||||||||
Shares repurchased | (2,580,183 | ) | (31,355,000 | ) | (13,542,835 | ) | (194,165,178 | ) | |||||||||||
Net increase (decrease) | (2,290,762 | ) | $ | (27,955,988 | ) | (1,053,485 | ) | $ | (15,629,517 | ) | |||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 19,123,924 | $ | 223,531,421 | 51,884,829 | $ | 705,180,355 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,381,932 | 16,254,120 | 23,622,907 | 334,820,373 | |||||||||||||||
Shares repurchased | (31,258,928 | ) | (378,794,725 | ) | (155,480,537 | ) | (2,272,939,240 | ) | |||||||||||
Net increase (decrease) | (10,753,072 | ) | $ | (139,009,184 | ) | (79,972,801 | ) | $ | (1,232,938,512 | ) | |||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class M: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 10,515 | $ | 128,125 | 124,923 | $ | 1,799,606 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 23,319 | 274,673 | 874,683 | 12,446,178 | |||||||||||||||
Shares repurchased | (1,462,111 | ) | (17,608,286 | ) | (5,233,840 | ) | (74,518,027 | ) | |||||||||||
Net increase (decrease) | (1,428,277 | ) | $ | (17,205,488 | ) | (4,234,234 | ) | $ | (60,272,243 | ) |
29
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services
30
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager,
31
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
32
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees, shareholder service fees, distribution (12b-1) and/or administration fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
33
GMO U.S. Core Equity Fund
(A Series of GMO Trust)
Fund Expenses — (Continued)
August 31, 2008 (Unaudited)
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.46 | % | $ | 1,000.00 | $ | 987.00 | $ | 2.30 | |||||||||||
2) Hypothetical | 0.46 | % | $ | 1,000.00 | $ | 1,022.89 | $ | 2.35 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.41 | % | $ | 1,000.00 | $ | 987.30 | $ | 2.05 | |||||||||||
2) Hypothetical | 0.41 | % | $ | 1,000.00 | $ | 1,023.14 | $ | 2.09 | |||||||||||
Class VI | |||||||||||||||||||
1) Actual | 0.37 | % | $ | 1,000.00 | $ | 987.50 | $ | 1.85 | |||||||||||
2) Hypothetical | 0.37 | % | $ | 1,000.00 | $ | 1,023.34 | $ | 1.89 | |||||||||||
Class M | |||||||||||||||||||
1) Actual | 0.76 | % | $ | 1,000.00 | $ | 985.20 | $ | 3.80 | |||||||||||
2) Hypothetical | 0.76 | % | $ | 1,000.00 | $ | 1,021.37 | $ | 3.87 |
* Expenses are calculated using each Class's annualized expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
34
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.6 | % | |||||
Short-Term Investments | 3.5 | ||||||
Futures | 0.0 | ||||||
Other | (0.1 | ) | |||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Financials | 32.5 | % | |||||
Consumer Discretionary | 16.3 | ||||||
Health Care | 10.3 | ||||||
Information Technology | 9.8 | ||||||
Energy | 8.3 | ||||||
Industrials | 8.0 | ||||||
Materials | 6.4 | ||||||
Consumer Staples | 5.9 | ||||||
Utilities | 2.0 | ||||||
Telecommunication Services | 0.5 | ||||||
100.0 | % |
1
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.6% | |||||||||||||||
Consumer Discretionary — 15.7% | |||||||||||||||
3,700 | Advance Auto Parts, Inc. | 159,248 | |||||||||||||
1,100 | Aeropostale, Inc. * | 38,346 | |||||||||||||
4,900 | American Eagle Outfitters, Inc. | 73,745 | |||||||||||||
950 | ArvinMeritor, Inc. | 14,259 | |||||||||||||
3,800 | Asbury Automotive Group, Inc. | 46,132 | |||||||||||||
2,400 | Autoliv, Inc. | 92,136 | |||||||||||||
17,600 | AutoNation, Inc. * | 199,760 | |||||||||||||
1,100 | Black & Decker Corp. | 69,575 | |||||||||||||
4,500 | Blyth, Inc. | 71,145 | |||||||||||||
2,000 | BorgWarner, Inc. | 82,700 | |||||||||||||
2,600 | Brinker International, Inc. | 49,192 | |||||||||||||
5,900 | Brunswick Corp. | 81,361 | |||||||||||||
3,400 | Career Education Corp. * | 63,750 | |||||||||||||
1,300 | CBRL Group, Inc. | 33,592 | |||||||||||||
1,250 | CEC Entertainment, Inc. * | 42,825 | |||||||||||||
1,300 | Columbia Sportswear Co. | 52,507 | |||||||||||||
1,000 | Core-Mark Holding Co., Inc. * | 29,500 | |||||||||||||
3,100 | Dollar Tree, Inc. * | 118,916 | |||||||||||||
1,100 | Dress Barn, Inc. * | 17,886 | |||||||||||||
2,400 | Ethan Allen Interiors, Inc. | 65,136 | |||||||||||||
3,800 | Family Dollar Stores, Inc. | 94,696 | |||||||||||||
3,300 | Foot Locker, Inc. | 53,757 | |||||||||||||
1,190 | Furniture Brands International, Inc. | 10,650 | |||||||||||||
2,500 | Group 1 Automotive, Inc. | 52,900 | |||||||||||||
400 | Harman International Industries, Inc. | 13,612 | |||||||||||||
1,400 | Harte-Hanks, Inc. | 17,290 | |||||||||||||
900 | Hasbro, Inc. | 33,660 | |||||||||||||
800 | Hooker Furniture Corp. | 13,472 | |||||||||||||
800 | ITT Educational Services, Inc. * | 71,128 | |||||||||||||
500 | Jakks Pacific, Inc. * | 12,475 | |||||||||||||
5,100 | Jones Apparel Group, Inc. | 101,286 | |||||||||||||
1,900 | K-Swiss, Inc.-Class A | 32,585 | |||||||||||||
1,600 | Lee Enterprises, Inc. | 6,000 |
See accompanying notes to the financial statements.
2
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Discretionary — continued | |||||||||||||||
5,000 | Leggett & Platt, Inc. | 111,550 | |||||||||||||
6,200 | Liz Claiborne, Inc. | 100,502 | |||||||||||||
700 | Matthews International Corp.-Class A | 35,182 | |||||||||||||
1,624 | MDC Holdings, Inc. | 67,315 | |||||||||||||
1,200 | Men's Wearhouse, Inc. | 26,280 | |||||||||||||
400 | Meredith Corp. | 11,352 | |||||||||||||
200 | National Presto Industries, Inc. | 15,464 | |||||||||||||
3,900 | New York Times Co.-Class A | 50,661 | |||||||||||||
4,700 | Office Depot, Inc. * | 33,088 | |||||||||||||
600 | OfficeMax, Inc. | 7,344 | |||||||||||||
3,100 | O'Reilly Automotive, Inc. * | 90,272 | |||||||||||||
1,000 | Oxford Industries, Inc. | 22,850 | |||||||||||||
9,300 | Penske Auto Group, Inc. | 123,225 | |||||||||||||
900 | Polaris Industries, Inc. | 40,581 | |||||||||||||
3,100 | Pomeroy IT Solutions, Inc. * | 16,120 | |||||||||||||
500 | Pre-Paid Legal Services, Inc. * | 22,320 | |||||||||||||
3,200 | RadioShack Corp. | 60,832 | |||||||||||||
2,900 | Regis Corp. | 79,634 | |||||||||||||
4,500 | Rent-A-Center, Inc. * | 101,970 | |||||||||||||
2,400 | Ross Stores, Inc. | 96,504 | |||||||||||||
200 | Ruby Tuesday, Inc. * | 1,398 | |||||||||||||
600 | Snap-On, Inc. | 34,212 | |||||||||||||
3,400 | Sonic Automotive, Inc. | 36,584 | |||||||||||||
1,000 | Stanley Works (The) | 47,950 | |||||||||||||
140 | Strayer Education, Inc. | 29,378 | |||||||||||||
3,100 | Thor Industries, Inc. | 71,238 | |||||||||||||
2,100 | Timberland Co.-Class A * | 35,406 | |||||||||||||
800 | Tractor Supply Co. * | 34,096 | |||||||||||||
3,000 | TRW Automotive Holdings Corp. * | 57,540 | |||||||||||||
1,900 | Tupperware Corp. | 67,868 | |||||||||||||
1,500 | Williams-Sonoma, Inc. | 26,535 | |||||||||||||
1,100 | Wolverine World Wide, Inc. | 28,963 | |||||||||||||
500 | Zale Corp. * | 13,655 | |||||||||||||
Total Consumer Discretionary | 3,513,091 |
See accompanying notes to the financial statements.
3
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Staples — 5.7% | |||||||||||||||
1,300 | Alberto-Culver Co. | 34,008 | |||||||||||||
4,000 | BJ's Wholesale Club, Inc. * | 152,120 | |||||||||||||
1,500 | Casey's General Stores, Inc. | 43,500 | |||||||||||||
200 | Chattem, Inc. * | 14,024 | |||||||||||||
1,500 | Chiquita Brands International, Inc. * | 22,020 | |||||||||||||
200 | Coca-Cola Bottling Co. Consolidated | 8,116 | |||||||||||||
4,400 | Dean Foods Co. * | 110,748 | |||||||||||||
1,000 | Energizer Holdings, Inc. * | 84,940 | |||||||||||||
1,000 | Estee Lauder Cos. (The), Inc.-Class A | 49,770 | |||||||||||||
2,300 | Flowers Foods, Inc. | 60,812 | |||||||||||||
2,000 | Fresh Del Monte Produce, Inc. * | 46,420 | |||||||||||||
700 | Hormel Foods Corp. | 24,962 | |||||||||||||
2,400 | Ingles Markets, Inc.-Class A | 59,304 | |||||||||||||
800 | Longs Drug Stores Corp. | 57,320 | |||||||||||||
1,100 | McCormick & Co., Inc. (Non Voting) | 44,495 | |||||||||||||
100 | Molson Coors Brewing Co.-Class B | 4,765 | |||||||||||||
1,800 | Nash Finch Co. | 73,296 | |||||||||||||
2,000 | NBTY, Inc. * | 66,480 | |||||||||||||
1,200 | Nu Skin Enterprises, Inc.-Class A | 20,100 | |||||||||||||
2,100 | Pantry (The), Inc. * | 38,514 | |||||||||||||
3,300 | PepsiAmericas, Inc. | 77,319 | |||||||||||||
1,000 | Ruddick Corp. | 31,840 | |||||||||||||
1,400 | Supervalu, Inc. | 32,466 | |||||||||||||
5,700 | Tyson Foods, Inc.-Class A | 82,764 | |||||||||||||
600 | United Natural Foods, Inc. * | 11,532 | |||||||||||||
400 | WD-40 Co. | 13,956 | |||||||||||||
Total Consumer Staples | 1,265,591 | ||||||||||||||
Energy — 8.1% | |||||||||||||||
1,100 | Berry Petroleum Co. | 45,782 | |||||||||||||
600 | Bristow Group, Inc. * | 24,462 | |||||||||||||
4,500 | Cimarex Energy Co. | 249,930 | |||||||||||||
400 | Comstock Resources, Inc. * | 25,976 | |||||||||||||
1,300 | Encore Acquisition Co. * | 67,028 |
See accompanying notes to the financial statements.
4
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
1,100 | Forest Oil Corp. * | 62,612 | |||||||||||||
1,100 | Frontier Oil Corp. | 21,307 | |||||||||||||
4,100 | Grey Wolf, Inc. * | 35,711 | |||||||||||||
200 | Helix Energy Solutions Group, Inc. * | 6,154 | |||||||||||||
2,000 | Helmerich & Payne, Inc. | 114,240 | |||||||||||||
1,200 | Holly Corp. | 38,400 | |||||||||||||
300 | Hornbeck Offshore Services, Inc. * | 13,218 | |||||||||||||
700 | Natural Gas Services Group, Inc. * | 18,158 | |||||||||||||
1,700 | Oil States International, Inc. * | 94,571 | |||||||||||||
800 | Overseas Shipholding Group, Inc. | 57,392 | |||||||||||||
11,300 | Patterson-UTI Energy, Inc. | 321,146 | |||||||||||||
200 | Petroleum Development Corp. * | 12,158 | |||||||||||||
800 | Pioneer Drilling Co. * | 13,408 | |||||||||||||
200 | Plains Exploration & Production Co. * | 10,780 | |||||||||||||
700 | Rowan Cos., Inc. | 25,858 | |||||||||||||
1,000 | St. Mary Land & Exploration Co. | 42,220 | |||||||||||||
1,400 | Stone Energy Corp. * | 66,738 | |||||||||||||
1,100 | Swift Energy Co. * | 51,381 | |||||||||||||
600 | Tidewater, Inc. | 36,402 | |||||||||||||
3,000 | Unit Corp. * | 203,190 | |||||||||||||
700 | W&T Offshore, Inc. | 24,612 | |||||||||||||
800 | Whiting Petroleum Corp. * | 76,992 | |||||||||||||
1,300 | World Fuel Services Corp. | 37,453 | |||||||||||||
Total Energy | 1,797,279 | ||||||||||||||
Financials — 31.4% | |||||||||||||||
44 | Alleghany Corp. * | 14,080 | |||||||||||||
500 | Allied World Assurance Holdings, Ltd./Bermuda | 19,310 | |||||||||||||
124 | Amcore Financial, Inc. | 1,090 | |||||||||||||
�� | 5,750 | American Financial Group, Inc. | 164,047 | ||||||||||||
400 | American National Insurance Co. | 38,180 | |||||||||||||
500 | American Physicians Capital, Inc. | 21,150 | |||||||||||||
4,100 | Anchor Bancorp Wisconsin, Inc. | 31,488 | |||||||||||||
15,700 | Annaly Capital Management, Inc. | 234,872 |
See accompanying notes to the financial statements.
5
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
2,600 | Anthracite Capital, Inc. REIT | 14,638 | |||||||||||||
1,400 | Anworth Mortgage Asset Corp. REIT | 9,156 | |||||||||||||
2,200 | Arch Capital Group Ltd. * | 153,472 | |||||||||||||
2,900 | Aspen Insurance Holdings Ltd. | 78,590 | |||||||||||||
7,600 | Associated Banc Corp. | 133,000 | |||||||||||||
3,550 | Astoria Financial Corp. | 77,567 | |||||||||||||
4,100 | Axis Capital Holdings Ltd. | 137,063 | |||||||||||||
300 | Bancfirst Corp. | 14,442 | |||||||||||||
2,500 | Bancorpsouth, Inc. | 57,550 | |||||||||||||
1,600 | Bank Mutual Corp. | 19,280 | |||||||||||||
1,400 | Bank of Hawaii Corp. | 74,032 | |||||||||||||
500 | Bank of the Ozarks, Inc. | 11,185 | |||||||||||||
800 | BOK Financial Corp. | 34,848 | |||||||||||||
1,700 | Brown & Brown, Inc. | 34,476 | |||||||||||||
3,300 | Cathay General Bancorp | 63,888 | |||||||||||||
2,700 | Central Pacific Financial Corp. | 32,130 | |||||||||||||
1,400 | Chemical Financial Corp. | 40,362 | |||||||||||||
1,000 | City Holding Co. | 41,810 | |||||||||||||
2,400 | City National Corp. | 118,776 | |||||||||||||
800 | CNA Surety Corp. * | 12,856 | |||||||||||||
2,896 | Commerce Bancshares, Inc. | 130,320 | |||||||||||||
2,200 | Community Bank System, Inc. | 49,720 | |||||||||||||
300 | Community Trust Bancorp | 10,062 | |||||||||||||
400 | Cullen/Frost Bankers, Inc. | 22,272 | |||||||||||||
500 | Delphi Financial Group, Inc.-Class A | 13,415 | |||||||||||||
2,000 | Dime Community Bancshares | 32,840 | |||||||||||||
2,200 | East-West Bancorp, Inc. | 27,434 | |||||||||||||
1,500 | Encore Capital Group, Inc. * | 19,050 | |||||||||||||
2,300 | Endurance Specialty Holdings Ltd. | 75,026 | |||||||||||||
1,600 | Erie Indemnity Co.-Class A | 74,000 | |||||||||||||
1,000 | FBL Financial Group, Inc.-Class A | 22,950 | |||||||||||||
1,800 | Federal Agricultural Mortgage Corp.-Class C | 52,740 | |||||||||||||
500 | Financial Federal Corp. | 12,485 | |||||||||||||
4,516 | First American Corp. | 114,119 |
See accompanying notes to the financial statements.
6
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
2,200 | First Niagara Financial Group, Inc. | 32,912 | |||||||||||||
5,500 | FirstMerit Corp. | 111,320 | |||||||||||||
1,200 | Flushing Financial Corp. | 20,868 | |||||||||||||
6,800 | Fulton Financial Corp. | 72,488 | |||||||||||||
1,300 | Hancock Holding Co. | 63,765 | |||||||||||||
3,100 | Hanmi Financial Corp. | 15,841 | |||||||||||||
900 | Hanover Insurance Group (The), Inc. | 42,507 | |||||||||||||
1,500 | Harleysville Group, Inc. | 54,405 | |||||||||||||
8,300 | HCC Insurance Holdings, Inc. | 208,994 | |||||||||||||
200 | Health Care REIT, Inc. | 10,374 | |||||||||||||
4,100 | Horace Mann Educators Corp. | 61,090 | |||||||||||||
700 | Independent Bank Corp., MI | 5,187 | |||||||||||||
200 | Infinity Property & Casualty Corp. | 9,300 | |||||||||||||
700 | Inland Real Estate Corp. REIT | 10,528 | |||||||||||||
4,820 | International Bancshares Corp. | 124,549 | |||||||||||||
500 | IPC Holdings, Ltd. | 15,835 | |||||||||||||
273 | Kansas City Life Insurance Co. | 12,989 | |||||||||||||
1,400 | Knight Capital Group, Inc.-Class A * | 24,136 | |||||||||||||
500 | LTC Properties, Inc. REIT | 13,435 | |||||||||||||
140 | Markel Corp. * | 51,800 | |||||||||||||
1,400 | Max Capital Group Ltd. | 36,400 | |||||||||||||
2,700 | Mercury General Corp. | 137,538 | |||||||||||||
5,666 | MFA Mortgage Investments, Inc. REIT | 38,529 | |||||||||||||
1,000 | Montpelier Re Holdings, Ltd. | 16,190 | |||||||||||||
900 | Nara Bancorp, Inc. | 9,855 | |||||||||||||
1,100 | National Penn Bancshares, Inc. | 15,708 | |||||||||||||
2,100 | Nationwide Financial Services, Inc.-Class A | 108,024 | |||||||||||||
600 | Navigators Group, Inc. * | 31,440 | |||||||||||||
700 | NBT Bancorp, Inc. | 17,563 | |||||||||||||
1,900 | New York Community Bancorp, Inc. | 31,331 | |||||||||||||
900 | Northwest Bancorp, Inc. | 24,966 | |||||||||||||
600 | OceanFirst Financial Corp. | 10,830 | |||||||||||||
300 | Odyssey Re Holdings Corp. | 11,328 | |||||||||||||
3,800 | Old National Bancorp | 66,234 |
See accompanying notes to the financial statements.
7
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
8,475 | Old Republic International Corp. | 92,632 | |||||||||||||
2,300 | Oriental Financial Group, Inc. | 39,744 | |||||||||||||
1,100 | Pacific Capital Bancorp | 16,181 | |||||||||||||
800 | Park District National Corp. | 49,040 | |||||||||||||
1,800 | PartnerRe Ltd. | 124,038 | |||||||||||||
5,200 | Philadelphia Consolidated Holding Corp. * | 310,596 | |||||||||||||
1,300 | Platinum Underwriters Holdings Ltd. | 46,995 | |||||||||||||
14,100 | Popular, Inc. | 114,915 | |||||||||||||
2,000 | Presidential Life Corp. | 36,000 | |||||||||||||
500 | PrivateBancorp, Inc. | 15,320 | |||||||||||||
100 | ProAssurance Corp. * | 5,390 | |||||||||||||
2,600 | Protective Life Corp. | 94,354 | |||||||||||||
2,100 | Provident Bankshares Corp. | 16,254 | |||||||||||||
1,400 | Provident Financial Services, Inc. | 21,350 | |||||||||||||
3,700 | Reinsurance Group of America, Inc. | 178,192 | |||||||||||||
1,200 | RenaissanceRe Holdings Ltd. | 60,852 | |||||||||||||
1,900 | RLI Corp. | 106,229 | |||||||||||||
1,600 | S&T Bancorp | 53,696 | |||||||||||||
500 | S.Y. Bancorp, Inc. | 14,120 | |||||||||||||
1,000 | Safeco Corp. | 67,600 | |||||||||||||
1,800 | Safety Insurance Group, Inc. | 77,400 | |||||||||||||
3,600 | SEI Investment Co. | 85,032 | |||||||||||||
3,600 | Selective Insurance Group, Inc. | 86,904 | |||||||||||||
2,800 | StanCorp Financial Group, Inc. | 137,228 | |||||||||||||
1,200 | State Auto Financial Corp. | 37,044 | |||||||||||||
2,300 | Stewart Information Services Corp. | 43,033 | |||||||||||||
400 | Student Loan Corp. | 47,164 | |||||||||||||
400 | SVB Financial Group * | 22,420 | |||||||||||||
6,200 | Synovus Financial Corp. | 57,040 | |||||||||||||
8,300 | TCF Financial Corp. | 130,725 | |||||||||||||
3,700 | Transatlantic Holdings, Inc. | 222,370 | |||||||||||||
3,500 | Trustmark Corp. | 67,165 | |||||||||||||
300 | UMB Financial Corp. | 15,609 | |||||||||||||
1,600 | United Bankshares, Inc. | 41,200 |
See accompanying notes to the financial statements.
8
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
800 | United Fire & Casualty Co. | 23,792 | |||||||||||||
1,500 | Unitrin, Inc. | 38,295 | |||||||||||||
4,800 | W.R. Berkley Corp. | 113,088 | |||||||||||||
900 | Waddell and Reed Financial, Inc. | 28,980 | |||||||||||||
1,727 | Washington Federal, Inc. | 29,756 | |||||||||||||
1,500 | Webster Financial Corp. | 31,980 | |||||||||||||
1,400 | Westamerica Bancorporation | 71,680 | |||||||||||||
3,000 | Whitney Holding Corp. | 64,950 | |||||||||||||
2,800 | Wilmington Trust Corp. | 65,716 | |||||||||||||
900 | Wilshire Bancorp, Inc. | 12,213 | |||||||||||||
2,700 | Zenith National Insurance Corp. | 103,113 | |||||||||||||
700 | Zions Bancorporation | 18,788 | |||||||||||||
Total Financials | 6,994,213 | ||||||||||||||
Health Care — 9.9% | |||||||||||||||
2,500 | AMERIGROUP Corp. * | 64,700 | |||||||||||||
2,800 | Apria Healthcare Group * | 55,384 | |||||||||||||
600 | Bio-Rad Laboratories, Inc. * | 64,560 | |||||||||||||
2,800 | Centene Corp. * | 63,224 | |||||||||||||
1,200 | Charles River Laboratories International, Inc. * | 78,732 | |||||||||||||
800 | Covance, Inc. * | 75,472 | |||||||||||||
3,700 | Endo Pharmaceuticals Holdings, Inc. * | 84,064 | |||||||||||||
9,900 | Health Management Associates, Inc.-Class A * | 57,519 | |||||||||||||
2,400 | Health Net, Inc. * | 66,360 | |||||||||||||
800 | Idexx Laboratories, Inc. * | 45,040 | |||||||||||||
300 | Immucor, Inc. * | 9,663 | |||||||||||||
1,100 | IMS Health, Inc. | 24,442 | |||||||||||||
2,900 | Invacare Corp. | 73,747 | |||||||||||||
3,100 | Invitrogen Corp. * | 131,626 | |||||||||||||
1,500 | Kindred Healthcare, Inc. * | 46,395 | |||||||||||||
20,000 | King Pharmaceuticals, Inc. * | 228,800 | |||||||||||||
200 | Landauer, Inc. | 13,052 | |||||||||||||
2,400 | LifePoint Hospitals, Inc. * | 80,976 | |||||||||||||
1,700 | Lincare Holdings, Inc. * | 56,100 |
See accompanying notes to the financial statements.
9
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
900 | Merit Medical Systems, Inc. * | 17,424 | |||||||||||||
2,100 | Molina Healthcare, Inc. * | 66,087 | |||||||||||||
1,000 | Mylan, Inc. * | 12,890 | |||||||||||||
3,200 | Omnicare, Inc. | 103,200 | |||||||||||||
3,000 | Owens & Minor, Inc. | 138,360 | |||||||||||||
2,400 | Patterson Cos., Inc. * | 78,096 | |||||||||||||
1,500 | Pediatrix Medical Group, Inc. * | 85,425 | |||||||||||||
2,200 | Perrigo Co. | 76,978 | |||||||||||||
500 | Pharmaceutical Product Development, Inc. | 20,400 | |||||||||||||
1,000 | PharmaNet Development Group, Inc. * | 26,100 | |||||||||||||
1,700 | RehabCare Group, Inc. * | 31,178 | |||||||||||||
700 | Res-Care, Inc. * | 13,468 | |||||||||||||
600 | Techne Corp. * | 46,302 | |||||||||||||
900 | Universal Health Services, Inc.-Class B | 55,602 | |||||||||||||
100 | Varian, Inc. * | 4,971 | |||||||||||||
500 | VCA Antech, Inc. * | 15,370 | |||||||||||||
1,100 | Waters Corp. * | 75,075 | |||||||||||||
300 | Watson Pharmaceuticals, Inc. * | 9,093 | |||||||||||||
500 | WellCare Health Plans, Inc. * | 20,880 | |||||||||||||
Total Health Care | 2,216,755 | ||||||||||||||
Industrials — 7.8% | |||||||||||||||
100 | A.O. Smith Corp. | 4,117 | |||||||||||||
400 | AGCO Corp. * | 24,652 | |||||||||||||
700 | Alliant Techsystems, Inc. * | 73,661 | |||||||||||||
600 | Applied Industrial Technologies, Inc. | 17,466 | |||||||||||||
500 | Brady Corp.-Class A | 18,355 | |||||||||||||
300 | Carlisle Cos., Inc. | 9,717 | |||||||||||||
1,700 | CBIZ, Inc. * | 14,450 | |||||||||||||
1,800 | Ceradyne, Inc. * | 81,108 | |||||||||||||
2,800 | Cintas Corp. | 86,240 | |||||||||||||
700 | Clarcor, Inc. | 27,951 | |||||||||||||
1,900 | Comfort Systems USA, Inc. | 28,956 | |||||||||||||
2,500 | Copart, Inc. * | 110,025 |
See accompanying notes to the financial statements.
10
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
1,700 | Crane Co. | 62,424 | |||||||||||||
100 | Curtiss-Wright Corp. | 5,387 | |||||||||||||
4,000 | Deluxe Corp. | 66,040 | |||||||||||||
300 | EnerSys * | 8,436 | |||||||||||||
1,000 | Ennis, Inc. | 16,510 | |||||||||||||
100 | Flowserve Corp. | 13,212 | |||||||||||||
1,400 | Gardner Denver, Inc. * | 63,196 | |||||||||||||
1,100 | HNI Corp. | 25,454 | |||||||||||||
800 | Hubbell, Inc.-Class B | 34,808 | |||||||||||||
1,400 | IKON Office Solutions, Inc. | 24,234 | |||||||||||||
3,300 | Kelly Services, Inc.-Class A | 63,822 | |||||||||||||
700 | Kennametal, Inc. | 24,661 | |||||||||||||
300 | Lennox International, Inc. | 11,100 | |||||||||||||
1,500 | Manpower, Inc. | 72,090 | |||||||||||||
900 | Mine Safety Appliances Co. | 32,697 | |||||||||||||
1,600 | Mueller Industries, Inc. | 44,880 | |||||||||||||
400 | Pacer International, Inc. | 8,432 | |||||||||||||
800 | Pentair, Inc. | 29,400 | |||||||||||||
900 | Resources Connection, Inc. * | 21,762 | |||||||||||||
400 | Rush Enterprises, Inc.-Class A * | 5,276 | |||||||||||||
1,300 | Ryder Systems, Inc. | 83,876 | |||||||||||||
22 | Seaboard Corp. | 28,534 | |||||||||||||
2,000 | Simpson Manufacturing Co., Inc. | 55,600 | |||||||||||||
2,900 | Skywest, Inc. | 49,561 | |||||||||||||
1,120 | SPX Corp. | 133,560 | |||||||||||||
600 | Teledyne Technologies, Inc. * | 37,398 | |||||||||||||
400 | Teleflex, Inc. | 25,828 | |||||||||||||
1,300 | Timken Co. (The) | 42,016 | |||||||||||||
1,600 | United Stationers, Inc. * | 79,328 | |||||||||||||
300 | Universal Forest Products, Inc. | 9,855 | |||||||||||||
900 | Volt Information Sciences, Inc. * | 12,618 | |||||||||||||
300 | Watson Wyatt Worldwide, Inc. | 17,577 | |||||||||||||
700 | Werner Enterprises, Inc. | 15,967 | |||||||||||||
300 | WESCO International, Inc. * | 11,532 | |||||||||||||
Total Industrials | 1,733,769 |
See accompanying notes to the financial statements.
11
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — 9.4% | |||||||||||||||
800 | Actel Corp. * | 11,024 | |||||||||||||
500 | ADTRAN, Inc. | 11,400 | |||||||||||||
2,000 | Affiliated Computer Services, Inc.-Class A * | 106,480 | |||||||||||||
200 | Anixter International, Inc. * | 14,762 | |||||||||||||
2,200 | Arrow Electronics, Inc. * | 73,018 | |||||||||||||
400 | Avnet, Inc. * | 11,740 | |||||||||||||
400 | Avocent Corp. * | 9,388 | |||||||||||||
700 | Benchmark Electronics, Inc. * | 11,543 | |||||||||||||
2,400 | Brightpoint, Inc. * | 20,664 | |||||||||||||
300 | Cabot Microelectronics Corp. * | 11,586 | |||||||||||||
400 | CACI International, Inc.-Class A * | 20,260 | |||||||||||||
100 | Checkpoint Systems, Inc. * | 2,129 | |||||||||||||
3,400 | Convergys Corp. * | 50,150 | |||||||||||||
1,000 | CSG Systems International, Inc. * | 18,900 | |||||||||||||
700 | Diebold, Inc. | 27,755 | |||||||||||||
3,800 | Earthlink, Inc. * | 35,416 | |||||||||||||
550 | Factset Research Systems, Inc. | 34,491 | |||||||||||||
900 | FLIR Systems, Inc. * | 32,130 | |||||||||||||
2,000 | Global Payments, Inc. | 96,420 | |||||||||||||
400 | Hewitt Associates, Inc.-Class A * | 16,084 | |||||||||||||
13,550 | Ingram Micro, Inc.-Class A * | 256,231 | |||||||||||||
3,900 | Insight Enterprises, Inc. * | 64,896 | |||||||||||||
700 | Intersil Corp.-Class A | 16,401 | |||||||||||||
1,400 | j2 Global Communications, Inc. * | 34,538 | |||||||||||||
1,100 | Jabil Circuit, Inc. | 18,546 | |||||||||||||
6,400 | Lexmark International, Inc. * | 230,208 | |||||||||||||
300 | Mantech International Corp.-Class A * | 17,667 | |||||||||||||
600 | Maximus, Inc. | 22,200 | |||||||||||||
1,600 | Plantronics, Inc. | 41,280 | |||||||||||||
1,000 | Plexus Corp. * | 28,030 | |||||||||||||
4,900 | QLogic Corp. * | 91,532 | |||||||||||||
300 | Rogers Corp. * | 12,003 | |||||||||||||
1,300 | SAIC, Inc. * | 26,065 | |||||||||||||
1,600 | Semtech Corp. * | 23,664 |
See accompanying notes to the financial statements.
12
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
1,100 | SRA International, Inc.-Class A * | 25,828 | |||||||||||||
2,100 | Sybase, Inc. * | 72,261 | |||||||||||||
2,800 | SYNNEX Corp. * | 64,372 | |||||||||||||
6,597 | Tech Data Corp. * | 225,222 | |||||||||||||
1,500 | Total System Services, Inc. | 29,880 | |||||||||||||
6,100 | Western Digital Corp. * | 166,286 | |||||||||||||
2,500 | Zoran Corp. * | 22,250 | |||||||||||||
Total Information Technology | 2,104,700 | ||||||||||||||
Materials — 6.2% | |||||||||||||||
400 | Amcol International Corp. | 14,584 | |||||||||||||
600 | AptarGroup, Inc. | 24,234 | |||||||||||||
400 | Arch Chemicals, Inc. | 14,680 | |||||||||||||
1,000 | Ball Corp. | 45,920 | |||||||||||||
1,800 | Bemis Co., Inc. | 50,256 | |||||||||||||
800 | Carpenter Technology Corp. | 31,048 | |||||||||||||
800 | Celanese Corp.-Class A | 30,848 | |||||||||||||
1,600 | Commercial Metals Co. | 41,648 | |||||||||||||
900 | Compass Minerals International, Inc. | 62,343 | |||||||||||||
700 | Cytec Industries, Inc. | 35,560 | |||||||||||||
600 | Eastman Chemical Co. | 36,192 | |||||||||||||
2,700 | FMC Corp. | 198,558 | |||||||||||||
3,600 | Headwaters, Inc. * | 55,404 | |||||||||||||
1,000 | Lubrizol Corp. | 52,990 | |||||||||||||
800 | NewMarket Corp. | 54,352 | |||||||||||||
600 | Olin Corp. | 16,146 | |||||||||||||
600 | Olympic Steel, Inc. | 28,566 | |||||||||||||
3,800 | PolyOne Corp. * | 31,198 | |||||||||||||
2,800 | Reliance Steel & Aluminum Co. | 159,628 | |||||||||||||
900 | Schnitzer Steel Industries, Inc.-Class A | 61,569 | |||||||||||||
700 | Sensient Technologies Corp. | 20,447 | |||||||||||||
4,000 | Sigma-Aldrich Corp. | 227,040 | |||||||||||||
500 | Sonoco Products Co. | 17,280 | |||||||||||||
558 | Stepan Co. | 32,827 |
See accompanying notes to the financial statements.
13
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Materials — continued | |||||||||||||||
2,100 | Worthington Industries, Inc. | 36,960 | |||||||||||||
Total Materials | 1,380,278 | ||||||||||||||
Telecommunication Services — 0.5% | |||||||||||||||
2,200 | CenturyTel, Inc. | 84,986 | |||||||||||||
600 | Syniverse Holdings, Inc. * | 9,954 | |||||||||||||
300 | Telephone & Data Systems, Inc. | 11,520 | |||||||||||||
Total Telecommunication Services | 106,460 | ||||||||||||||
Utilities — 1.9% | |||||||||||||||
1,500 | Energen Corp. | 83,760 | |||||||||||||
1,100 | Energy East Corp. | 29,920 | |||||||||||||
100 | Equitable Resources, Inc. | 4,991 | |||||||||||||
2,400 | Hawaiian Electric Industries, Inc. | 63,480 | |||||||||||||
400 | IDACORP, Inc. | 11,920 | |||||||||||||
500 | Laclede Group (The), Inc. | 22,465 | |||||||||||||
1,300 | MDU Resources Group, Inc. | 42,952 | |||||||||||||
700 | National Fuel Gas Co. | 33,117 | |||||||||||||
400 | ONEOK, Inc. | 17,484 | |||||||||||||
400 | Piedmont Natural Gas Co. | 11,540 | |||||||||||||
2,400 | TECO Energy, Inc. | 42,816 | |||||||||||||
300 | UIL Holdings Corp. | 9,780 | |||||||||||||
900 | Vectren Corp. | 24,966 | |||||||||||||
500 | Wisconsin Energy Corp. | 23,385 | |||||||||||||
Total Utilities | 422,576 | ||||||||||||||
TOTAL COMMON STOCKS (COST $23,248,703) | 21,534,712 |
See accompanying notes to the financial statements.
14
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
SHORT-TERM INVESTMENTS — 3.5% | |||||||||||||||
Money Market Funds — 3.5% | |||||||||||||||
792,809 | State Street Institutional Treasury Money Market Fund-Institutional Class | 792,809 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $792,809) | 792,809 | ||||||||||||||
TOTAL INVESTMENTS — 100.1% (Cost $24,041,512) | 22,327,521 | ||||||||||||||
Other Assets and Liabilities (net) — (0.1%) | (28,988 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 22,298,533 |
See accompanying notes to the financial statements.
15
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
3 | Russell Mini | September 2008 | $ | 221,970 | $ | 3,034 | |||||||||||||
2 | S&P Mid 400 E-Mini | September 2008 | 163,200 | 696 | |||||||||||||||
$ | 385,170 | $ | 3,730 |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
REIT - Real Estate Investment Trust
* Non-income producing security.
See accompanying notes to the financial statements.
16
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $24,041,512) (Note 2) | $ | 22,327,521 | |||||
Dividends and interest receivable | 24,563 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 19,000 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 9,176 | ||||||
Total assets | 22,380,260 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 5,825 | ||||||
Shareholder service fee | 2,818 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 124 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 2,970 | ||||||
Accrued expenses | 69,990 | ||||||
Total liabilities | 81,727 | ||||||
Net assets | $ | 22,298,533 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 29,876,182 | |||||
Accumulated undistributed net investment income | 39,337 | ||||||
Accumulated net realized loss | (5,906,725 | ) | |||||
Net unrealized depreciation | (1,710,261 | ) | |||||
$ | 22,298,533 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 22,298,533 | |||||
Shares outstanding: | |||||||
Class III | 2,942,229 | ||||||
Net asset value per share: | |||||||
Class III | $ | 7.58 |
See accompanying notes to the financial statements.
17
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 253,446 | |||||
Interest | 633 | ||||||
Total investment income | 254,079 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 45,616 | ||||||
Shareholder service fee – Class III (Note 3) | 22,072 | ||||||
Custodian, fund accounting agent and transfer agent fees | 24,564 | ||||||
Audit and tax fees | 27,508 | ||||||
Legal fees | 368 | ||||||
Trustees fees and related expenses (Note 3) | 224 | ||||||
Miscellaneous | 368 | ||||||
Total expenses | 120,720 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (52,716 | ) | |||||
Net expenses | 68,004 | ||||||
Net investment income (loss) | 186,075 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (2,731,231 | ) | |||||
Closed futures contracts | (26,015 | ) | |||||
Net realized gain (loss) | (2,757,246 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | 3,241,341 | ||||||
Open futures contracts | 3,730 | ||||||
Net unrealized gain (loss) | 3,245,071 | ||||||
Net realized and unrealized gain (loss) | 487,825 | ||||||
Net increase (decrease) in net assets resulting from operations | $ | 673,900 |
See accompanying notes to the financial statements.
18
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 186,075 | $ | 737,962 | |||||||
Net realized gain (loss) | (2,757,246 | ) | (1,023,435 | ) | |||||||
Change in net unrealized appreciation (depreciation) | 3,245,071 | (9,361,725 | ) | ||||||||
Net increase (decrease) in net assets from operations | 673,900 | (9,647,198 | ) | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (177,945 | ) | (739,082 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (4,151,014 | ) | ||||||||
(177,945 | ) | (4,890,096 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (13,495,744 | ) | (8,753,035 | ) | |||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 68,301 | 68,226 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | (13,427,443 | ) | (8,684,809 | ) | |||||||
Total increase (decrease) in net assets | (12,931,488 | ) | (23,222,103 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 35,230,021 | 58,452,124 | |||||||||
End of period (including accumulated undistributed net investment income of $39,337 and $31,207, respectively) | $ | 22,298,533 | $ | 35,230,021 |
See accompanying notes to the financial statements.
19
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 7.36 | $ | 10.01 | $ | 10.52 | $ | 12.38 | $ | 15.51 | $ | 9.81 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss) | 0.05 | † | 0.13 | † | 0.15 | † | 0.20 | † | 0.19 | † | 0.17 | ||||||||||||||||
Net realized and unrealized gain (loss) | 0.21 | (1.87 | ) | 0.68 | 1.11 | 1.32 | 5.78 | ||||||||||||||||||||
Total from investment operations | 0.26 | (1.74 | ) | 0.83 | 1.31 | 1.51 | 5.95 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.04 | ) | (0.13 | ) | (0.20 | ) | (0.21 | ) | (0.16 | ) | (0.15 | ) | |||||||||||||||
From net realized gains | — | (0.78 | ) | (1.14 | ) | (2.96 | ) | (4.48 | ) | (0.10 | ) | ||||||||||||||||
Total distributions | (0.04 | ) | (0.91 | ) | (1.34 | ) | (3.17 | ) | (4.64 | ) | (0.25 | ) | |||||||||||||||
Net asset value, end of period | $ | 7.58 | $ | 7.36 | $ | 10.01 | $ | 10.52 | $ | 12.38 | $ | 15.51 | |||||||||||||||
Total Return(a) | 3.56 | %** | (18.73 | )% | 8.71 | % | 11.67 | % | 14.98 | % | 61.14 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 22,299 | $ | 35,230 | $ | 58,452 | $ | 53,389 | $ | 80,084 | $ | 179,268 | |||||||||||||||
Net expenses to average daily net assets | 0.46 | %* | 0.46 | % | 0.46 | % | 0.48 | % | 0.48 | % | 0.48 | % | |||||||||||||||
Net investment income to average daily net assets | 1.26 | %* | 1.44 | % | 1.46 | % | 1.71 | % | 1.48 | % | 1.21 | % | |||||||||||||||
Portfolio turnover rate | 33 | %** | 63 | % | 79 | % | 48 | % | 66 | % | 86 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.36 | %* | 0.19 | % | 0.22 | % | 0.19 | % | 0.12 | % | 0.08 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.02 | $ | 0.01 | $ | 0.02 | $ | 0.04 | $ | 0.09 | $ | 0.04 |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholders.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
20
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO U.S. Small/Mid Cap Value Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks long-term capital growth. The Fund seeks to achieve its objective by outperforming the Russell 2500 Value Index. The Fund typically makes equity investments in U.S. companies that issue stocks included in the Russell 2500 Index, and in companies with similar market capitalizations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it
21
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 21,534,712 | $ | 3,730 | |||||||
Level 2 - Other Significant Observable Inputs | 792,809 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 22,327,521 | $ | 3,730 |
* Other financial instruments include futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and
22
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the
23
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
24
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $2,991,843.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 24,695,477 | $ | 1,384,297 | $ | (3,752,253 | ) | $ | (2,367,956 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
25
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.50% of the amount invested or redeemed. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in-capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasi ng shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder
26
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.31% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fee paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $224 and $92, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $9,205,185 and $22,902,124, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 57.10% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
27
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, 0.15% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 95.93% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 3,584 | $ | 31,432 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 22,175 | 164,576 | 541,777 | 4,846,264 | |||||||||||||||
Shares repurchased | (1,869,617 | ) | (13,660,320 | ) | (1,595,273 | ) | (13,630,731 | ) | |||||||||||
Purchase premiums | — | — | — | 114 | |||||||||||||||
Redemption fees | — | 68,301 | — | 68,112 | |||||||||||||||
Net increase (decrease) | (1,847,442 | ) | $ | (13,427,443 | ) | (1,049,912 | ) | $ | (8,684,809 | ) |
28
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In
29
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain
30
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
31
GMO U.S. Small/Mid Cap Value Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.46 | % | $ | 1,000.00 | $ | 1,035.60 | $ | 2.36 | |||||||||||
2) Hypothetical | 0.46 | % | $ | 1,000.00 | $ | 1,022.89 | �� | $ | 2.35 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
32
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 91.6 | % | |||||
Short-Term Investments | 6.0 | ||||||
Forward Currency Contracts | 0.5 | ||||||
Preferred Stocks | 0.3 | ||||||
Rights and Warrants | 0.0 | ||||||
Futures | (0.2 | ) | |||||
Other | 1.8 | ||||||
100.0 | % | ||||||
Country / Region Summary** | % of Investments | ||||||
Euro Region*** | 30.9 | % | |||||
Japan | 23.0 | ||||||
United Kingdom | 20.9 | ||||||
Switzerland | 8.8 | ||||||
Canada | 4.7 | ||||||
Australia | 3.8 | ||||||
Singapore | 2.6 | ||||||
Hong Kong | 2.2 | ||||||
Denmark | 1.5 | ||||||
Sweden | 1.0 | ||||||
Norway | 0.6 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 97.7% | |||||||||||||||
United States — 97.7% | |||||||||||||||
Affiliated Issuers | |||||||||||||||
569,346 | GMO International Growth Equity Fund, Class IV | 13,704,165 | |||||||||||||
537,297 | GMO International Intrinsic Value Fund, Class IV | 13,711,830 | |||||||||||||
27,415,995 | |||||||||||||||
TOTAL MUTUAL FUNDS (COST $36,258,308) | 27,415,995 | ||||||||||||||
SHORT-TERM INVESTMENTS — 1.8% | |||||||||||||||
500,000 | ING Bank Time Deposit, 2.25%, due 09/02/08 | 500,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $500,000) | 500,000 | ||||||||||||||
TOTAL INVESTMENTS — 99.5% (Cost $36,758,308) | 27,915,995 | ||||||||||||||
Other Assets and Liabilities (net) — 0.5% | 129,872 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 28,045,867 |
See accompanying notes to the financial statements.
2
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | SGD | 173,416 | $ | 122,788 | $ | (434 | ) | ||||||||||||
$ | 122,788 | $ | (434 | ) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 1,679,261 | $ | 1,428,279 | $ | 16,033 | |||||||||||||
11/21/08 | CAD | 187,000 | 175,964 | 472 | |||||||||||||||
11/21/08 | CHF | 165,584 | 150,493 | 1,762 | |||||||||||||||
11/21/08 | CHF | 1,188,693 | 1,080,355 | 2,428 | |||||||||||||||
11/21/08 | CHF | 1,188,693 | 1,080,355 | 1,583 | |||||||||||||||
11/21/08 | DKK | 836,823 | 163,884 | 2,483 | |||||||||||||||
11/21/08 | DKK | 6,058,333 | 1,186,465 | 1,793 | |||||||||||||||
11/21/08 | EUR | 1,607,121 | 2,347,819 | 3,656 | |||||||||||||||
11/21/08 | EUR | 1,559,853 | 2,278,766 | 4,671 | |||||||||||||||
11/21/08 | EUR | 1,559,853 | 2,278,766 | 4,515 | |||||||||||||||
11/21/08 | GBP | 1,221,006 | 2,212,916 | 50,744 | |||||||||||||||
11/21/08 | GBP | 1,221,006 | 2,212,916 | 50,421 | |||||||||||||||
11/21/08 | HKD | 4,160,379 | 533,870 | (488 | ) | ||||||||||||||
11/21/08 | JPY | 215,991,580 | 1,993,751 | (22,611 | ) | ||||||||||||||
11/21/08 | JPY | 222,536,780 | 2,054,168 | (25,111 | ) | ||||||||||||||
11/21/08 | JPY | 215,991,580 | 1,993,751 | (25,213 | ) | ||||||||||||||
11/21/08 | NOK | 954,756 | 174,674 | 1,284 | |||||||||||||||
11/21/08 | NOK | 7,263,433 | 1,328,859 | (798 | ) | ||||||||||||||
11/21/08 | NZD | 159,000 | 109,999 | 2,080 | |||||||||||||||
11/21/08 | SEK | 4,605,797 | 710,547 | 10,634 | |||||||||||||||
$ | 25,496,597 | $ | 80,338 |
See accompanying notes to the financial statements.
3
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
As of August 31, 2008, 87.03% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
See accompanying notes to the financial statements.
4
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $500,000) (Note 2) | $ | 500,000 | |||||
Investments in affiliated issuers, at value (cost $36,258,308) (Notes 2 and 8) | 27,415,995 | ||||||
Cash | 98,067 | ||||||
Interest receivable | 113 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 154,559 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 27,210 | ||||||
Total assets | 28,195,944 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 12,735 | ||||||
Shareholder service fee | 3,541 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 133 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 74,655 | ||||||
Accrued expenses | 59,013 | ||||||
Total liabilities | 150,077 | ||||||
Net assets | $ | 28,045,867 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 34,655,107 | |||||
Accumulated undistributed net investment income | 1,296,986 | ||||||
Accumulated net realized gain | 856,183 | ||||||
Net unrealized depreciation | (8,762,409 | ) | |||||
$ | 28,045,867 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 28,045,867 | |||||
Shares outstanding: | |||||||
Class III | 7,320,948 | ||||||
Net asset value per share: | |||||||
Class III | $ | 3.83 |
See accompanying notes to the financial statements.
5
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 506,408 | |||||
Interest | 8,688 | ||||||
Total investment income | 515,096 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 79,671 | ||||||
Shareholder service fee – Class III (Note 3) | 22,131 | ||||||
Custodian and fund accounting agent fees | 34,960 | ||||||
Transfer agent fees | 13,524 | ||||||
Audit and tax fees | 30,176 | ||||||
Legal fees | 368 | ||||||
Trustees fees and related expenses (Note 3) | 127 | ||||||
Registration fees | 1,748 | ||||||
Miscellaneous | 368 | ||||||
Total expenses | 183,073 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (81,052 | ) | |||||
Expense reductions (Note 2) | (920 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (75,200 | ) | |||||
Shareholder service fee waived (Note 3) | (13,006 | ) | |||||
Net expenses | 12,895 | ||||||
Net investment income (loss) | 502,201 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (401,324 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 1,265,664 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 110,911 | ||||||
Net realized gain (loss) | 975,251 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (3,658,646 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | 913,927 | ||||||
Net unrealized gain (loss) | (2,744,719 | ) | |||||
Net realized and unrealized gain (loss) | (1,769,468 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (1,267,267 | ) |
See accompanying notes to the financial statements.
6
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 502,201 | $ | 725,814 | |||||||
Net realized gain (loss) | 975,251 | 33,909,730 | |||||||||
Change in net unrealized appreciation (depreciation) | (2,744,719 | ) | (24,076,799 | ) | |||||||
Net increase (decrease) in net assets from operations | (1,267,267 | ) | 10,558,745 | ||||||||
Distributions to shareholders from: | |||||||||||
Net realized gains | |||||||||||
Class III | (7,003,324 | ) | (48,200,678 | ) | |||||||
Net share transactions (Note 7): | |||||||||||
Class III | 6,043,412 | (159,181,264 | ) | ||||||||
Total increase (decrease) in net assets | (2,227,179 | ) | (196,823,197 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 30,273,046 | 227,096,243 | |||||||||
End of period (including accumulated undistributed net investment income of $1,296,986 and $794,785, respectively) | $ | 28,045,867 | $ | 30,273,046 |
See accompanying notes to the financial statements.
7
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 5.32 | $ | 7.45 | $ | 9.07 | $ | 8.38 | $ | 7.33 | $ | 5.54 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.08 | 0.03 | 0.10 | 0.07 | 0.21 | 0.20 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.31 | ) | (0.29 | ) | 1.17 | 2.17 | 0.84 | 1.59 | |||||||||||||||||||
Total from investment operations | (0.23 | ) | (0.26 | ) | 1.27 | 2.24 | 1.05 | 1.79 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | — | (0.12 | ) | (0.71 | )(b) | — | — | |||||||||||||||||||
From net realized gains | (1.26 | ) | (1.87 | ) | (2.77 | ) | (0.84 | ) | — | — | |||||||||||||||||
Total distributions | (1.26 | ) | (1.87 | ) | (2.89 | ) | (1.55 | ) | — | — | |||||||||||||||||
Net asset value, end of period | $ | 3.83 | $ | 5.32 | $ | 7.45 | $ | 9.07 | $ | 8.38 | $ | 7.33 | |||||||||||||||
Total Return(c) | (4.35 | )%** | (6.75 | )% | 15.60 | % | 28.42 | % | 14.32 | % | 32.31 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 28,046 | $ | 30,273 | $ | 227,096 | $ | 728,814 | $ | 580,905 | $ | 160,586 | |||||||||||||||
Net expenses to average daily net assets(d) | 0.09 | %(e)* | 0.08 | %(e) | 0.07 | % | 0.05 | % | 0.04 | % | 0.04 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 3.40 | %* | 0.42 | % | 1.23 | % | 0.82 | % | 2.64 | % | 2.98 | % | |||||||||||||||
Portfolio turnover rate | 9 | %** | 11 | % | 18 | % | 36 | % | 3 | % | 5 | % | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 1.15 | %* | 0.71 | % | 0.68 | % | 0.67 | % | 0.71 | % | 0.87 | % |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) Distributions from net investment income include amounts (approximately $0.07 per share) from foreign currency transactions which are treated as realized capital gain for book purposes.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
8
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Currency Hedged International Equity Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the MSCI EAFE Index (Europe, Australasia, and Far East) (Hedged). The Fund is a fund of funds and invests primarily in other GMO Funds. The Fund may invest to varying extents in GMO International Core Equity Fund, GMO International Intrinsic Value Fund, GMO International Growth Equity Fund, and GMO International Small Companies Fund ("underlying funds"). GMO attempts to hedge at least 70% of the foreign currency exposure in the underlying funds' investments relative to the U.S. dollar.
The financial statements of the underlying funds should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect) or visiting GMO's website at www.gmo.com.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not
9
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 27,915,995 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | 154,559 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 27,915,995 | $ | 154,559 |
* Other financial instruments include forward currency contracts.
10
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | (74,655 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (74,655 | ) |
** Other financial instruments include forward currency contracts.
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
11
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a
12
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. The Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the
13
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended of August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States. The foreign withholding rates applicable to a Fund's investments in certain foreign jurisdictions may be higher if a significant portion of the Fund is held by non-U.S. shareholders.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
14
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/28/2011 | $ | (64,645 | ) | ||||
Total | $ | (64,645 | ) |
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 37,094,149 | $ | — | $ | (9,178,154 | ) | $ | (9,178,154 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities, is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the
15
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.54% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.
16
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.54% of the Fund's average daily net assets. Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), h edging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes) (collectively, "Excluded Fund Fees and Expenses"). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 30, 2009 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Fund Fees and Expenses) and (b) the amount of fees and expenses incurred indirectly by the Fund through its investment in the underlying funds (excluding these Funds' Excluded Fund Fees and Expenses), exceeds 0.54% of the Fund's average daily net assets, subject to a maximum total reimbursement to the Fund equal to 0.54% of the Fund's average daily net assets.
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees) | Indirect Shareholder Service Fees | Total Indirect Expenses | |||||||||
0.511 | % | 0.088 | % | 0.599 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $127 and $92, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $4,102,072 and $2,690,000, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's
17
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 96.69% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, no shares of the Fund were held by senior management of the Manager and GMO Trust officers, and 96.69% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 186 | $ | 1,000 | 839,414 | $ | 6,424,624 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,756,093 | 6,725,838 | 7,433,717 | 47,788,021 | |||||||||||||||
Shares repurchased | (126,279 | ) | (683,426 | ) | (33,056,614 | ) | (213,393,909 | ) | |||||||||||
Net increase (decrease) | 1,630,000 | $ | 6,043,412 | (24,783,483 | ) | $ | (159,181,264 | ) |
18
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO International Growth Equity Fund, Class IV | $ | 15,047,067 | $ | 2,030,392 | $ | 1,470,000 | $ | 282,381 | $ | 488,011 | $ | 13,704,165 | |||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 15,016,826 | 2,071,680 | 1,220,000 | 224,027 | 777,653 | 13,711,830 | |||||||||||||||||||||
Totals | $ | 30,063,893 | $ | 4,102,072 | $ | 2,690,000 | $ | 506,408 | $ | 1,265,664 | $ | 27,415,995 |
19
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of
20
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relatio nships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most other expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager,
21
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
22
GMO Currency Hedged International Equity Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.69 | % | $ | 1,000.00 | $ | 956.50 | $ | 3.40 | |||||||||||
2) Hypothetical | 0.69 | % | $ | 1,000.00 | $ | 1,021.73 | $ | 3.52 |
* Expenses are calculated using the Class's annualized expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
23
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 93.9 | % | |||||
Cash and Cash Equivalents | 6.3 | ||||||
Short-Term Investments | 3.6 | ||||||
Preferred Stocks | 1.4 | ||||||
Forward Currency Contracts | 0.1 | ||||||
Private Equity Securities | 0.1 | ||||||
Debt Obligations | 0.1 | ||||||
Investment Funds | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Convertible Securities | 0.0 | ||||||
Futures | (2.9 | ) | |||||
Swaps | (3.4 | ) | |||||
Other | 0.8 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Country / Region Summary** | % of Investments | ||||||
United States | 50.8 | % | |||||
Euro Region*** | 13.0 | ||||||
Japan | 9.2 | ||||||
United Kingdom | 8.6 | ||||||
Switzerland | 3.3 | ||||||
Brazil | 1.9 | ||||||
Australia | 1.7 | ||||||
Korea | 1.7 | ||||||
Canada | 1.3 | ||||||
Taiwan | 1.1 | ||||||
Russia | 1.0 | ||||||
Singapore | 1.0 | ||||||
China | 0.7 | ||||||
Hong Kong | 0.7 | ||||||
Turkey | 0.7 | ||||||
Thailand | 0.6 | ||||||
Denmark | 0.4 | ||||||
South Africa | 0.4 | ||||||
Sweden | 0.4 | ||||||
Norway | 0.3 | ||||||
Hungary | 0.2 | ||||||
India | 0.2 | ||||||
Malaysia | 0.2 | ||||||
Argentina | 0.1 | ||||||
Indonesia | 0.1 | ||||||
Israel | 0.1 | ||||||
Mexico | 0.1 | ||||||
Philippines | 0.1 | ||||||
Poland | 0.1 | ||||||
100.0 | % |
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
2
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
AFFILIATED ISSUERS — 100.0% | |||||||||||
Mutual Funds — 100.0% | |||||||||||
2,407,745 | GMO Alpha Only Fund, Class IV | 24,101,529 | |||||||||
2,007,798 | GMO Emerging Markets Fund, Class VI | 28,570,962 | |||||||||
2,353,860 | GMO International Core Equity Fund, Class VI | 79,089,683 | |||||||||
977,749 | GMO International Growth Equity Fund, Class IV | 23,534,414 | |||||||||
923,987 | GMO International Intrinsic Value Fund, Class IV | 23,580,143 | |||||||||
16,130 | GMO Short-Duration Investment Fund, Class III | 135,004 | |||||||||
2,824,768 | GMO U.S. Core Equity Fund, Class VI | 33,247,514 | |||||||||
1,141 | GMO U.S. Growth Fund, Class III | 18,157 | |||||||||
5,467,999 | GMO U.S. Quality Equity Fund, Class VI | 110,344,225 | |||||||||
322,621,631 | |||||||||||
Private Investment Fund — 0.0% | |||||||||||
175 | GMO SPV I, LLC (a) (b) | 49 | |||||||||
TOTAL AFFILIATED ISSUERS (COST $373,363,728) | 322,621,680 | ||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||
17,943 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 17,943 | |||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $17,943) | 17,943 | ||||||||||
TOTAL INVESTMENTS — 100.0% (Cost $373,381,671) | 322,639,623 | ||||||||||
Other Assets and Liabilities (net) — (0.0%) | (25,866 | ) | |||||||||
TOTAL NET ASSETS — 100.0% | $ | 322,613,757 |
See accompanying notes to the financial statements.
3
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust.
(b) Underlying investment represents interests in defaulted securities.
As of August 31, 2008, 43.93% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
4
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $17,943) (Note 2) | $ | 17,943 | |||||
Investments in affiliated issuers, at value (cost $373,363,728) (Notes 2 and 8) | 322,621,680 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 7,378 | ||||||
Total assets | 322,647,001 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 723 | ||||||
Accrued expenses | 32,521 | ||||||
Total liabilities | 33,244 | ||||||
Net assets | $ | 322,613,757 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 361,730,529 | |||||
Accumulated undistributed net investment income | 3,763,813 | ||||||
Accumulated net realized gain | 7,861,463 | ||||||
Net unrealized depreciation | (50,742,048 | ) | |||||
$ | 322,613,757 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 322,613,757 | |||||
Shares outstanding: | |||||||
Class III | 36,553,163 | ||||||
Net asset value per share: | |||||||
Class III | $ | 8.83 |
See accompanying notes to the financial statements.
5
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 3,764,407 | |||||
Interest | 149 | ||||||
Total investment income | 3,764,556 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 19,504 | ||||||
Audit and tax fees | 16,008 | ||||||
Legal fees | 4,048 | ||||||
Trustees fees and related expenses (Note 3) | 1,979 | ||||||
Registration fees | 2,116 | ||||||
Miscellaneous | 2,299 | ||||||
Total expenses | 45,954 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (42,964 | ) | |||||
Expense reductions (Note 2) | (2,244 | ) | |||||
Net expenses | 746 | ||||||
Net investment income (loss) | 3,763,810 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (5,312,996 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 13,205,004 | ||||||
Net realized gain (loss) | 7,892,008 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (32,754,538 | ) | |||||
Net realized and unrealized gain (loss) | (24,862,530 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (21,098,720 | ) |
See accompanying notes to the financial statements.
6
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 3,763,810 | $ | 6,114,741 | |||||||
Net realized gain (loss) | 7,892,008 | 65,404,358 | |||||||||
Change in net unrealized appreciation (depreciation) | (32,754,538 | ) | (67,173,593 | ) | |||||||
Net increase (decrease) in net assets from operations | (21,098,720 | ) | 4,345,506 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (15,144,364 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (27,481,786 | ) | (46,141,439 | ) | |||||||
(27,481,786 | ) | (61,285,803 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 14,665,723 | 59,195,425 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 4,598 | 32,563 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 14,670,321 | 59,227,988 | |||||||||
Total increase (decrease) in net assets | (33,910,185 | ) | 2,287,691 | ||||||||
Net assets: | |||||||||||
Beginning of period | 356,523,942 | 354,236,251 | |||||||||
End of period (including accumulated undistributed net investment income of $3,763,813 and $3, respectively) | $ | 322,613,757 | $ | 356,523,942 |
See accompanying notes to the financial statements.
7
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 10.25 | $ | 11.96 | $ | 11.89 | $ | 11.63 | $ | 10.86 | $ | 7.51 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a) | 0.11 | † | 0.20 | † | 0.23 | † | 0.23 | † | 0.23 | † | 0.14 | ||||||||||||||||
Net realized and unrealized gain (loss) | (0.71 | ) | 0.09 | (b) | 1.08 | 1.32 | 1.23 | 3.55 | |||||||||||||||||||
Total from investment operations | (0.60 | ) | 0.29 | 1.31 | 1.55 | 1.46 | 3.69 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.49 | ) | (0.38 | ) | (0.34 | ) | (0.27 | ) | (0.21 | ) | ||||||||||||||||
From net realized gains | (0.82 | ) | (1.51 | ) | (0.86 | ) | (0.95 | ) | (0.42 | ) | (0.13 | ) | |||||||||||||||
Total distributions | (0.82 | ) | (2.00 | ) | (1.24 | ) | (1.29 | ) | (0.69 | ) | (0.34 | ) | |||||||||||||||
Net asset value, end of period | $ | 8.83 | $ | 10.25 | $ | 11.96 | $ | 11.89 | $ | 11.63 | $ | 10.86 | |||||||||||||||
Total Return(c) | (6.01 | )%** | 1.01 | % | 11.56 | % | 13.91 | % | 13.70 | % | 49.63 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 322,614 | $ | 356,524 | $ | 354,236 | $ | 326,032 | $ | 335,819 | $ | 222,856 | |||||||||||||||
Net expenses to average daily net assets(d)(e) | 0.00 | %(f)* | 0.00 | %(f) | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 2.15 | %* | 1.63 | % | 1.90 | % | 1.99 | % | 2.11 | % | 1.99 | % | |||||||||||||||
Portfolio turnover rate | 40 | %** | 30 | % | 15 | % | 20 | % | 17 | % | 73 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.02 | % | 0.02 | % | 0.02 | % | 0.04 | % | 0.05 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.01 |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculations exclude purchase premiums and redemption fees which are borne by the shareholders.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions.
(g) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
8
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Global Equity Allocation Fund (formerly GMO Global (U.S.+) Equity Allocation Fund) (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the MSCI ACWI (All Country World Index) Index. The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds (which may include one or more of the GMO Emerging Markets Funds) and the GMO U.S. Equity Funds. The Fund may also invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Flexible Equities Fund, and GMO Alternative Asset Opportunity Fund.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect).
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not
9
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 322,639,574 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | 49 | — | |||||||||
Total | $ | 322,639,623 | $ | — |
10
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 49 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 171 | — | |||||||||
Realized gain distributions paid | (171 | ) | — | ||||||||
Change in unrealized appreciation/depreciation | — | — | |||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 49 | $ | — |
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all
11
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 373,821,303 | $ | 49 | $ | (51,181,729 | ) | $ | (51,181,680 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
12
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchase and redemption of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.11% of the amount invested or redeemed. The redemption fee is only applicable to shares acquired on or after June 30, 2003. The Fund's purchase premium and redemption fee are approximately equal to the weighted average of the purchase premiums and redemption fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to t hat portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
13
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additional ly, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among designated underlying funds. The Manager does not directly charge an advisory fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
14
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.455 | % | 0.066 | % | 0.001 | % | 0.522 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $1,703 and $1,012, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $141,278,325 and $137,102,093, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 38.12% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
15
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, less than 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 10,295 | $ | 92,552 | 1,944,098 | $ | 23,157,515 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,835,577 | 25,378,414 | 4,518,134 | 52,432,161 | |||||||||||||||
Shares repurchased | (1,076,098 | ) | (10,805,243 | ) | (1,300,196 | ) | (16,394,251 | ) | |||||||||||
Purchase premiums | — | 102 | — | 23,181 | |||||||||||||||
Redemption fees | — | 4,496 | — | 9,382 | |||||||||||||||
Net increase (decrease) | 1,769,774 | $ | 14,670,321 | 5,162,036 | $ | 59,227,988 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Alpha Only Fund, Class IV | $ | 22,706,205 | $ | 4,262,534 | $ | 500,000 | $ | 239,377 | $ | 2,307,157 | $ | 24,101,529 | |||||||||||||||
GMO Emerging Countries Fund, Class III | 8,443,861 | 1,022,610 | 7,544,143 | — | 1,022,610 | — | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class IV | 1,702,519 | — | 1,711,767 | — | — | — | |||||||||||||||||||||
GMO Emerging Markets Fund, Class VI | 36,561,535 | 18,920,011 | 12,385,520 | — | 6,416,634 | 28,570,962 |
16
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO International Core Equity Fund, Class VI | $ | — | $ | 93,278,266 | $ | — | $ | 1,120,057 | $ | 665,818 | $ | 79,089,683 | |||||||||||||||
GMO International Growth Equity Fund, Class IV | 29,271,874 | 1,529,339 | 3,843,474 | 505,585 | 873,754 | 23,534,414 | |||||||||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 28,827,179 | 1,783,341 | 3,120,000 | 398,847 | 1,384,494 | 23,580,143 | |||||||||||||||||||||
GMO Short-Duration Investment Fund, Class III | 135,936 | 356 | — | 356 | — | 135,004 | |||||||||||||||||||||
GMO SPV I, LLC | 49 | — | — | — | 171 | 49 | |||||||||||||||||||||
GMO U.S. Core Equity Fund, Class VI | 134,495,007 | 674,459 | 105,370,000 | 674,459 | — | 33,247,514 | |||||||||||||||||||||
GMO U.S. Growth Fund, Class III | 17,965 | 91 | — | 91 | — | 18,157 | |||||||||||||||||||||
GMO U.S. Quality Equity Fund, Class VI | 94,350,851 | 19,807,318 | 2,627,189 | 825,635 | 534,366 | 110,344,225 | |||||||||||||||||||||
Totals | $ | 356,512,981 | $ | 141,278,325 | $ | 137,102,093 | $ | 3,764,407 | $ | 13,205,004 | $ | 322,621,680 |
9. Subsequent event
Effective September 30, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.07% of the amount invested or redeemed. Effective October 8, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.08% of the amount invested or redeemed. Effective October 21, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.12% of the amount invested or redeemed.
17
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears advisory fees
18
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advis ory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of the other funds of the Trust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
19
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
20
GMO Global Equity Allocation Fund
(formerly GMO Global (U.S.+) Equity Allocation Fund)
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.52 | % | $ | 1,000.00 | $ | 939.90 | $ | 2.54 | |||||||||||
2) Hypothetical | 0.52 | % | $ | 1,000.00 | $ | 1,022.58 | $ | 2.65 |
* Expenses are calculated using the Class's annualized expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
21
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 67.3 | % | |||||
Debt Obligations | 22.1 | ||||||
Cash and Cash Equivalents | 11.7 | ||||||
Short-Term Investments | 9.8 | ||||||
Options Purchased | 0.2 | ||||||
Forward Currency Contracts | 0.1 | ||||||
Preferred Stocks | 0.1 | ||||||
Loan Participations | 0.0 | ||||||
Loan Assignments | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Written Options | (0.1 | ) | |||||
Reverse Repurchase Agreements | (0.1 | ) | |||||
Futures | (5.4 | ) | |||||
Swaps | (6.8 | ) | |||||
Other | 1.1 | ||||||
100.0 | % | ||||||
Country / Region Summary** | % of Investments | ||||||
United States | 70.3 | % | |||||
Euro Region*** | 9.5 | ||||||
Japan | 6.5 | ||||||
United Kingdom | 5.4 | ||||||
Switzerland | 3.2 | ||||||
Canada | 1.7 | ||||||
Singapore | 0.9 | ||||||
Australia | 0.7 | ||||||
Hong Kong | 0.6 | ||||||
Denmark | 0.5 | ||||||
Norway | 0.2 | ||||||
Sweden | 0.2 | ||||||
Brazil | 0.1 | ||||||
Mexico | 0.1 | ||||||
Russia | 0.1 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.1% | |||||||||||||||
Affiliated Issuer — 100.1% | |||||||||||||||
15,265,382 | GMO Alpha Only Fund, Class IV | 152,806,479 | |||||||||||||
2,922,690 | GMO Core Plus Bond Fund, Class IV | 26,041,165 | |||||||||||||
7,384,372 | GMO Domestic Bond Fund, Class VI | 67,936,223 | |||||||||||||
586,955 | GMO Emerging Country Debt Fund, Class IV | 5,599,553 | |||||||||||||
631,997 | GMO International Bond Fund, Class III | 5,251,896 | |||||||||||||
6,303,721 | GMO International Growth Equity Fund, Class IV | 151,730,565 | |||||||||||||
5,968,409 | GMO International Intrinsic Value Fund, Class IV | 152,313,789 | |||||||||||||
2,644,319 | GMO Special Situations Fund, Class VI | 57,434,599 | |||||||||||||
6,529,744 | GMO Strategic Fixed Income Fund, Class VI | 148,355,781 | |||||||||||||
5,699,510 | GMO U.S. Core Equity Fund, Class VI | 67,083,237 | |||||||||||||
13,192,920 | GMO U.S. Quality Equity Fund, Class VI | 266,233,126 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $1,231,175,394) | 1,100,786,413 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
38,071 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 38,071 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $38,071) | 38,071 | ||||||||||||||
TOTAL INVESTMENTS — 100.1% (Cost $1,231,213,465) | 1,100,824,484 | ||||||||||||||
Other Assets and Liabilities (net) — (0.1%) | (910,695 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 1,099,913,789 |
Notes to Schedule of Investments:
As of August 31, 2008, 29.94% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
2
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $38,071) (Note 2) | $ | 38,071 | |||||
Investments in affiliated issuers, at value (cost $1,231,175,394) (Notes 2 and 8) | 1,100,786,413 | ||||||
Receivable for Fund shares sold | 33,962,020 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 9,765 | ||||||
Total assets | 1,134,796,269 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 33,962,017 | ||||||
Payable for Fund shares repurchased | 876,300 | ||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,231 | ||||||
Accrued expenses | 41,932 | ||||||
Total liabilities | 34,882,480 | ||||||
Net assets | $ | 1,099,913,789 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 1,199,076,956 | |||||
Accumulated undistributed net investment income | 8,200,112 | ||||||
Accumulated net realized gain | 23,025,702 | ||||||
Net unrealized depreciation | (130,388,981 | ) | |||||
$ | 1,099,913,789 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 1,099,913,789 | |||||
Shares outstanding: | |||||||
Class III | 52,373,447 | ||||||
Net asset value per share: | |||||||
Class III | $ | 21.00 |
See accompanying notes to the financial statements.
3
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 11,118,859 | |||||
Interest | 201 | ||||||
Total investment income | 11,119,060 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 23,000 | ||||||
Audit and tax fees | 15,272 | ||||||
Legal fees | 12,512 | ||||||
Trustees fees and related expenses (Note 3) | 6,056 | ||||||
Registration fees | 1,380 | ||||||
Miscellaneous | 6,808 | ||||||
Total expenses | 65,028 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (55,936 | ) | |||||
Expense reductions (Note 2) | (7,527 | ) | |||||
Net expenses | 1,565 | ||||||
Net investment income (loss) | 11,117,495 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (23,670,893 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 48,530,749 | ||||||
Net realized gain (loss) | 24,859,856 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (73,457,807 | ) | |||||
Net realized and unrealized gain (loss) | (48,597,951 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (37,480,456 | ) |
See accompanying notes to the financial statements.
4
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 11,117,495 | $ | 32,758,480 | |||||||
Net realized gain (loss) | 24,859,856 | 61,340,612 | |||||||||
Change in net unrealized appreciation (depreciation) | (73,457,807 | ) | (89,711,146 | ) | |||||||
Net increase (decrease) in net assets from operations | (37,480,456 | ) | 4,387,946 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (7,945,083 | ) | (43,466,039 | ) | |||||||
Net realized gains | |||||||||||
Class III | (36,546,421 | ) | (24,846,890 | ) | |||||||
(44,491,504 | ) | (68,312,929 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 81,682,000 | 634,481,810 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 38,241 | 234,265 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 81,720,241 | 634,716,075 | |||||||||
Total increase (decrease) in net assets | (251,719 | ) | 570,791,092 | ||||||||
Net assets: | |||||||||||
Beginning of period | 1,100,165,508 | 529,374,416 | |||||||||
End of period (including accumulated undistributed net investment income of $8,200,112 and $5,027,700, respectively) | $ | 1,099,913,789 | $ | 1,100,165,508 |
See accompanying notes to the financial statements.
5
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006(a) | ||||||||||||||||
Net asset value, beginning of period | $ | 22.70 | $ | 23.71 | $ | 22.37 | $ | 20.00 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)(b)† | 0.23 | 0.99 | 0.69 | 0.52 | |||||||||||||||
Net realized and unrealized gain (loss) | (1.00 | ) | (0.15 | ) | 2.17 | 2.34 | |||||||||||||
Total from investment operations | (0.77 | ) | 0.84 | 2.86 | 2.86 | ||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||
From net investment income | (0.17 | ) | (1.02 | ) | (0.90 | ) | (0.47 | ) | |||||||||||
From net realized gains | (0.76 | ) | (0.83 | ) | (0.62 | ) | (0.02 | ) | |||||||||||
Total distributions | (0.93 | ) | (1.85 | ) | (1.52 | ) | (0.49 | ) | |||||||||||
Net asset value, end of period | $ | 21.00 | $ | 22.70 | $ | 23.71 | $ | 22.37 | |||||||||||
Total Return(c) | (3.43 | )%** | 3.15 | % | 12.98 | % | 14.42 | %** | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 1,099,914 | $ | 1,100,166 | $ | 529,374 | $ | 366,622 | |||||||||||
Net expenses to average daily net assets(d)(e) | 0.00 | %(f)* | 0.00 | %(f) | 0.00 | % | 0.00 | %* | |||||||||||
Net investment income to average daily net assets(b) | 2.02 | %* | 4.05 | % | 2.98 | % | 3.22 | %* | |||||||||||
Portfolio turnover rate | 16 | %** | 47 | % | 23 | % | 10 | %** | |||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.01 | % | 0.02 | % | 0.06 | %* | |||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (g) | $ | 0.01 | $ | 0.00 | (g) | $ | 0.02 |
(a) Period from May 31, 2005 (commencement of operations) through February 28, 2006.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investments in the underlying funds (See Note 3).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions.
(g) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
6
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Strategic Opportunities Allocation Fund (the "Fund"), which commenced operations on May 31, 2005, is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of its benchmark, the GMO Strategic Opportunities Allocation Index. The GMO Strategic Opportunities Allocation Index is a composite benchmark computed by GMO consisting of: (i) the MSCI World Index, and (ii) the Lehman Brothers U.S. Aggregate Index in the following proportions: 75% (MSCI World Index) and 25% (Lehman Brothers U.S. Aggregate Index). The Fund is a fund of funds and invests in shares of other GMO Funds, which may include the GMO International Equity Funds (including one or more of the GMO Emerging Markets Funds), the GMO U.S. Equity Funds, the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Alternative Asset Opportunity Fund, GMO Flexible Equities Fund, and GMO Special Situations Fund.
The financial statements of the underlying funds in which the Fund invests should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO's website at www.gmo.com. Shares of GMO Special Situations Fund are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted
7
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 7.55% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset- backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level
8
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 1,043,389,885 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 57,434,599 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 1,100,824,484 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the
9
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outstanding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 1,236,165,960 | $ | 4,388,860 | $ | (139,730,336 | ) | $ | (135,341,476 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have
10
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases of Fund shares was 0.07% of the amount invested. In the case of cash redemptions, the fee is currently 0.04% of the amount redeemed. The Fund's purchase premium and redemption fee are approximately equal to the weighted average of the purchase premiums and redemption fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waiv e the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those
11
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additional ly, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among the designated underlying funds. The Manager does not directly charge a management fee or shareholder service fee, but receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
12
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.397 | % | 0.071 | % | 0.003 | % | 0.471 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $5,320 and $3,036, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $272,648,827 and $174,915,737, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 32.90% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
13
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, less than 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 98.44% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 2,681,455 | $ | 56,760,216 | 23,859,232 | $ | 579,450,743 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,103,030 | 44,394,969 | 2,788,898 | 67,229,949 | |||||||||||||||
Shares repurchased | (886,150 | ) | (19,473,185 | ) | (502,061 | ) | (12,198,882 | ) | |||||||||||
Purchase premiums | — | 34,182 | — | 232,499 | |||||||||||||||
Redemption fees | — | 4,059 | — | 1,766 | |||||||||||||||
Net increase (decrease) | 3,898,335 | $ | 81,720,241 | 26,146,069 | $ | 634,716,075 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Alpha Only Fund, Class IV | $ | 90,584,368 | $ | 70,889,665 | $ | — | $ | 906,928 | $ | 8,741,122 | $ | 152,806,479 | |||||||||||||||
GMO Core Plus Bond Fund, Class IV | 26,514,728 | 1,060,589 | 25,000 | 1,060,589 | — | 26,041,165 | |||||||||||||||||||||
GMO Domestic Bond Fund, Class VI | — | 68,583,957 | 1,239,595 | — | 107,501 | 67,936,223 | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class IV | 5,743,483 | 152,950 | — | 31,629 | 121,321 | 5,599,553 |
14
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Markets Opportunities Fund, Class VI | $ | 103,926,197 | $ | 24,950,520 | $ | 98,007,614 | $ | 516,691 | $ | 24,433,829 | $ | — | |||||||||||||||
GMO International Bond Fund, Class III | 5,569,426 | 413,051 | — | 413,051 | — | 5,251,896 | |||||||||||||||||||||
GMO International Growth Equity Fund, Class IV | 156,545,575 | 16,897,866 | 1,000,000 | 3,078,170 | 5,319,696 | 151,730,565 | |||||||||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 159,656,664 | 19,380,267 | 3,157,072 | 2,433,387 | 8,446,880 | 152,313,789 | |||||||||||||||||||||
GMO Special Situations Fund, Class VI | 58,396,773 | — | 2,000,000 | — | — | 57,434,599 | |||||||||||||||||||||
GMO Strategic Fixed Income Fund, Class VI | 216,621,119 | 6,653,930 | 67,476,456 | 33,683 | — | 148,355,781 | |||||||||||||||||||||
GMO U.S. Core Equity Fund, Class VI | 69,986,654 | 573,240 | 2,000,000 | 573,240 | — | 67,083,237 | |||||||||||||||||||||
GMO U.S. Quality Equity Fund, Class VI | 206,637,036 | 63,092,792 | 10,000 | 2,071,491 | 1,360,400 | 266,233,126 | |||||||||||||||||||||
Totals | $ | 1,100,182,023 | $ | 272,648,827 | $ | 174,915,737 | $ | 11,118,859 | $ | 48,530,749 | $ | 1,100,786,413 |
9. Subsequent event
Effective September 30, 2008, the Fund no longer charged a premium on cash purchases or fee on cash redemptions of the amount invested or redeemed. Effective October 8, 2008, the fee on cash redemptions was changed to 0.22% of the amount redeemed. Effective October 21, 2008, the premium on cash purchases was changed to 0.03% of the amount invested and the fee on cash redemptions was changed to 0.50% of the amount redeemed.
15
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears advisory fees paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees
16
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of the other funds of the Tr ust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
17
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
18
GMO Strategic Opportunities Allocation Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.47 | % | $ | 1,000.00 | $ | 965.70 | $ | 2.33 | |||||||||||
2) Hypothetical | 0.47 | % | $ | 1,000.00 | $ | 1,022.84 | $ | 2.40 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
19
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 95.0 | % | |||||
Loan Participations | 5.0 | ||||||
Options Purchased | 3.8 | ||||||
Loan Assignments | 1.7 | ||||||
Short-Term Investments | 1.5 | ||||||
Forward Currency Contracts | 0.9 | ||||||
Rights and Warrants | 0.4 | ||||||
Promissory Notes | 0.2 | ||||||
Futures | 0.0 | ||||||
Swaps | (0.0 | ) | |||||
Written Options | (0.5 | ) | |||||
Reverse Repurchase Agreements | (9.4 | ) | |||||
Other | 1.4 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Country / Region Summary** | % of Investments | ||||||
Mexico | 12.7 | % | |||||
Brazil | 11.0 | ||||||
Russia | 10.7 | ||||||
Turkey | 8.4 | ||||||
Venezuela | 7.5 | ||||||
Philippines | 6.9 | ||||||
Colombia | 4.8 | ||||||
Argentina | 4.7 | ||||||
Uruguay | 4.4 | ||||||
Ukraine | 2.6 | ||||||
Indonesia | 2.4 | ||||||
Dominican Republic | 2.0 | ||||||
Congo | 1.9 | ||||||
Ivory Coast | 1.8 | ||||||
Vietnam | 1.6 | ||||||
El Salvador | 1.5 | ||||||
South Africa | 1.4 | ||||||
Iraq | 1.1 | ||||||
Kazakhstan | 0.9 | ||||||
Pakistan | 0.9 | ||||||
Peru | 0.8 | ||||||
Egypt | 0.8 | ||||||
Qatar | 0.8 | ||||||
Gabon | 0.7 | ||||||
Panama | 0.7 | ||||||
Aruba | 0.7 | ||||||
Israel | 0.7 | ||||||
Sri Lanka | 0.6 | ||||||
Jamaica | 0.6 | ||||||
Africa | 0.5 | ||||||
Ecuador | 0.5 | ||||||
Serbia | 0.5 | ||||||
Guatemala | 0.4 | ||||||
Bosnia & Herzegovina | 0.3 | ||||||
Chile | 0.3 | ||||||
Poland | 0.3 | ||||||
India | 0.3 | ||||||
Tunisia | 0.3 | ||||||
Costa Rica | 0.2 | ||||||
Trinidad & Tobago | 0.2 | ||||||
Georgia | 0.2 | ||||||
China | 0.2 | ||||||
Belize | 0.1 | ||||||
Thailand | 0.1 | ||||||
Nicaragua | 0.1 | ||||||
Lebanon | (0.1 | ) | |||||
100.0 | % |
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
2
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 88.9% | |||||||||||||||
Argentina — 10.0% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 9,000,000 | Province of Buenos Aires, Reg S, Step Up, Variable Rate, 3.00%, due 05/15/35 | 2,760,921 | ||||||||||||
USD | 29,071,104 | Republic of Argentina, 8.28%, due 12/31/33 | 17,413,591 | ||||||||||||
USD | 45,719,999 | Republic of Argentina Capitalization Bond, Series 2031, 12.00%, due 06/19/31 (a) | 11,887,200 | ||||||||||||
DEM | 3,830,000 | Republic of Argentina Discount Bond, Series DM, Variable Rate, 6 mo. DEM LIBOR + .81%, 3.00%, due 03/31/23 (a) | 1,436,424 | ||||||||||||
USD | 32,000,000 | Republic of Argentina Discount Bond, Series L-GL, Variable Rate, 6 mo. LIBOR + .81%, 5.44%, due 03/31/23 (a) | 16,000,000 | ||||||||||||
EUR | 214,800,000 | Republic of Argentina GDP Linked, Variable Rate, 1.26%, due 12/15/35 (b) | 25,209,787 | ||||||||||||
USD | 71,474 | Republic of Argentina GDP Linked, Variable Rate, 1.32%, due 12/15/35 (b) | 6,361 | ||||||||||||
ARS | 28,000,000 | Republic of Argentina GDP Linked, Variable Rate, 1.38%, due 12/15/35 (b) (c) | 651,697 | ||||||||||||
DEM | 5,000,000 | Republic of Argentina Global Bond, 9.00%, due 11/19/08 (a) (c) | 825,100 | ||||||||||||
USD | 26,545,000 | Republic of Argentina Global Bond, 12.13%, due 02/25/19 (a) | 6,901,700 | ||||||||||||
USD | 6,931,000 | Republic of Argentina Global Bond, 12.00%, due 02/01/20 (a) | 1,802,060 | ||||||||||||
USD | 13,540,000 | Republic of Argentina Global Bond, 8.88%, due 03/01/29 (a) | 3,520,400 | ||||||||||||
USD | 31,390,000 | Republic of Argentina Global Bond, EMTN, Reg S, Variable Rate, 3 mo. LIBOR + .58%, 0.00%, due 04/06/04 (a) | 10,044,800 | ||||||||||||
USD | 198,230 | Republic of Argentina Global Bond, Series 2008, Step Up, 15.50%, due 12/19/08 (a) | 51,540 | ||||||||||||
USD | 28,054,525 | Republic of Argentina Global Bond, Series 2018, 12.25%, due 06/19/18 (a) | 7,294,176 | ||||||||||||
USD | 8,000,000 | Republic of Argentina Global Bond, Series BT04, 9.75%, due 09/19/27 (a) | 2,080,000 | ||||||||||||
DEM | 20,000,000 | Republic of Argentina Global Bond, Series DM, 5.87%, due 03/31/23 (a) | 7,500,908 | ||||||||||||
EUR | 3,500,000 | Republic of Argentina Global Bond, Series FEB, Step Down, 8.00%, due 02/26/08 (a) | 1,431,291 | ||||||||||||
ARS | 28,000,000 | Republic of Argentina Global Bond, Step Up, 0.63%, due 12/31/38 (c) | 2,484,373 | ||||||||||||
ARS | 6,774,220 | Republic of Argentina Global Bond, Variable Rate, 2.00%, due 02/04/18 (c) | 1,997,873 | ||||||||||||
USD | 15,000,000 | Republic of Argentina Global Par Bond, Series L-GP, Step Up, 6.00%, due 03/31/23 (a) | 7,500,000 | ||||||||||||
USD | 1,815,200 | Republic of Argentina Pro 4, 2.00%, due 12/28/10 (a) | 289,706 | ||||||||||||
USD | 7,211,000 | Republic of Argentina, Series BGLO, 8.38%, due 12/20/03 (a) | 1,802,750 | ||||||||||||
USD | 46,000,000 | Republic of Argentina, Series F, due 10/15/04 (a) | 11,500,000 |
See accompanying notes to the financial statements.
3
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Argentina — continued | |||||||||||||||
EUR | 284,000,000 | Republic of Argentina, Step Up, 1.20%, due 12/31/38 | 121,867,844 | ||||||||||||
USD | 17,000,000 | Republic of Argentina, Step Up, 1.33%, due 12/31/38 | 4,743,000 | ||||||||||||
Total Argentina | 269,003,502 | ||||||||||||||
Aruba — 1.2% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 5,000,000 | Government of Aruba, 6.19%, due 10/30/12 | 4,975,000 | ||||||||||||
USD | 3,500,000 | Government of Aruba, 6.71%, due 10/15/13 | 3,552,500 | ||||||||||||
USD | 3,752,000 | Government of Aruba, 6.80%, due 04/02/14 | 3,808,280 | ||||||||||||
USD | 20,000,000 | Government of Aruba, Reg S, 6.40%, due 09/06/15 | 20,000,000 | ||||||||||||
Total Aruba | 32,335,780 | ||||||||||||||
Belize — 0.1% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 4,023,400 | Government of Belize, Reg S, Step Up, 4.25%, due 02/20/29 | 2,806,321 | ||||||||||||
Bosnia & Herzegovina — 0.5% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
DEM | 22,719,600 | Bosnia & Herzegovina, Series A, Step Up, Variable Rate, 6 mo. DEM LIBOR + .81%, 5.93%, due 12/11/17 | 13,403,346 | ||||||||||||
Brazil — 2.2% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 9,258,333 | Brazilian Government International Exit Bonds, 6.00%, due 09/15/13 | 9,258,333 | ||||||||||||
USD | 362,501 | Brazilian Government International Exit Bonds Odd Lot, 6.00%, due 09/15/13 | 362,501 | ||||||||||||
USD | 12,500,000 | Republic of Brazil, 8.00%, due 01/15/18 | 13,950,000 | ||||||||||||
USD | 28,000,000 | Republic of Brazil, 8.25%, due 01/20/34 (d) | 34,790,000 | ||||||||||||
Total Brazil | 58,360,834 | ||||||||||||||
China — 0.3% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 7,500,000 | China Government International Bond, 6.80%, due 05/23/11 | 8,047,516 |
See accompanying notes to the financial statements.
4
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Colombia — 0.5% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 8,000,000 | Republic of Colombia, 8.70%, due 02/15/16 | 9,240,000 | ||||||||||||
USD | 3,800,000 | Republic of Colombia, 11.85%, due 03/09/28 | 4,959,000 | ||||||||||||
Total Colombia | 14,199,000 | ||||||||||||||
Congo Republic (Brazzaville) — 2.2% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 109,865,600 | Republic of Congo, Step Up, 2.50%, due 06/30/29 | 57,954,104 | ||||||||||||
Costa Rica — 0.3% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 3,000,000 | Republic of Costa Rica, Reg S, 8.05%, due 01/31/13 | 3,240,000 | ||||||||||||
USD | 3,710,000 | Republic of Costa Rica, Reg S, 10.00%, due 08/01/20 | 4,748,800 | ||||||||||||
Total Costa Rica | 7,988,800 | ||||||||||||||
Dominican Republic — 2.4% | |||||||||||||||
Asset-Backed Securities — 0.5% | |||||||||||||||
USD | 15,250,310 | Autopistas Del Nordeste Ltd., Reg S, 9.39%, due 04/15/24 | 14,220,914 | ||||||||||||
Foreign Government Obligations — 1.9% | |||||||||||||||
USD | 2,206,784 | Dominican Republic Bond, Variable Rate, 6 mo. LIBOR + .81%, 3.94%, due 08/31/09 | 2,190,233 | ||||||||||||
USD | 42,557,000 | Dominican Republic Bond, Variable Rate, 6 mo. LIBOR + .81%, 3.69%, due 08/30/24 | 40,429,150 | ||||||||||||
USD | 9,000,000 | Dominican Republic, Reg S, 8.63%, due 04/20/27 | 8,437,500 | ||||||||||||
USD | 196,439 | Dominican Republic, Series RG, Variable Rate, 6 mo. LIBOR + .81%, 3.94%, due 08/31/09 | 194,965 | ||||||||||||
51,251,848 | |||||||||||||||
Total Dominican Republic | 65,472,762 |
See accompanying notes to the financial statements.
5
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Ecuador — 0.3% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 2,233,332 | Republic of Ecuador PDI (Global Bearer Capitalization Bond), PIK, Variable Rate, 6 mo. LIBOR + .81%, 3.94%, due 02/27/15 (c) | 1,705,819 | ||||||||||||
USD | 8,587,000 | Republic of Ecuador, Step Up, 10.00%, due 08/15/30 | 7,599,495 | ||||||||||||
Total Ecuador | 9,305,314 | ||||||||||||||
Egypt — 0.1% | |||||||||||||||
Corporate Debt | |||||||||||||||
USD | 1,545,961 | Petroleum Export, 144A, 5.27%, due 06/15/11 | 1,519,680 | ||||||||||||
El Salvador — 1.3% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 34,000,000 | Republic of El Salvador, Reg S, 7.65%, due 06/15/35 | 35,105,000 | ||||||||||||
Gabon — 0.8% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 21,000,000 | Gabonese Republic Series Reg S, 8.20%, due 12/12/17 | 21,525,000 | ||||||||||||
Grenada — 0.1% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 6,000,000 | Government of Grenada, Reg S, Step Up, 1.00%, due 09/15/25 | 3,240,000 | ||||||||||||
Guatemala — 0.3% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 6,750,000 | Republic of Guatemala, Reg S, 8.13%, due 10/06/34 | 7,745,625 | ||||||||||||
Indonesia — 1.2% | |||||||||||||||
Foreign Government Agency — 0.9% | |||||||||||||||
USD | 31,000,000 | Majapahit Holding BV, 144A, 7.88%, due 06/29/37 | 25,420,000 | ||||||||||||
Foreign Government Obligations — 0.3% | |||||||||||||||
USD | 8,000,000 | Republic of Indonesia, 144A, 7.75%, due 01/17/38 | 7,920,000 | ||||||||||||
Total Indonesia | 33,340,000 |
See accompanying notes to the financial statements.
6
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Iraq — 0.4% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 16,000,000 | Republic of Iraq, Reg S, 5.80%, due 01/15/28 | 11,760,000 | ||||||||||||
Israel — 0.7% | |||||||||||||||
Foreign Government Agency | |||||||||||||||
USD | 19,000,000 | Israel Electric Corp. Ltd., 144A, 7.25%, due 01/15/19 | 19,045,103 | ||||||||||||
Ivory Coast — 2.1% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
FRF | 37,500,000 | Ivory Coast Discount Bond, Series FRF, Variable Rate, Step Up, 4.00%, due 03/31/28 (a) | 3,690,230 | ||||||||||||
FRF | 85,905,000 | Ivory Coast FLIRB, Series FRF, Variable Rate, Step Up, 4.00%, due 03/30/18 (a) | 7,108,692 | ||||||||||||
USD | 69,850,000 | Ivory Coast FLIRB, Variable Rate, Step Up, 4.00%, due 03/31/18 (a) | 26,892,250 | ||||||||||||
FRF | 256,889,500 | Ivory Coast PDI, Series FRF, Variable Rate, Step Up, 2.90%, due 03/31/18 (a) | 19,821,430 | ||||||||||||
Total Ivory Coast | 57,512,602 | ||||||||||||||
Jamaica — 0.6% | |||||||||||||||
Foreign Government Agency — 0.3% | |||||||||||||||
USD | 7,000,000 | Air Jamaica Ltd., Reg S, 9.38%, due 07/08/15 | 7,157,500 | ||||||||||||
Foreign Government Obligations — 0.3% | |||||||||||||||
USD | 7,400,000 | Government of Jamaica, 8.00%, due 06/24/19 | 7,215,000 | ||||||||||||
USD | 2,500,000 | Government of Jamaica, 8.00%, due 03/15/39 | 2,350,000 | ||||||||||||
9,565,000 | |||||||||||||||
Total Jamaica | 16,722,500 | ||||||||||||||
Malaysia — 1.0% | |||||||||||||||
Asset-Backed Securities | |||||||||||||||
MYR | 45,000,000 | Transshipment Megahub Berhad, Series C, 5.45%, due 11/03/09 | 13,230,146 | ||||||||||||
MYR | 50,000,000 | Transshipment Megahub Berhad, Series F, 6.70%, due 11/02/12 | 14,854,133 | ||||||||||||
Total Malaysia | 28,084,279 |
See accompanying notes to the financial statements.
7
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Mexico — 7.5% | |||||||||||||||
Foreign Government Agency — 3.4% | |||||||||||||||
GBP | 7,689,000 | Pemex Project Funding Master Trust, EMTN, 7.50%, due 12/18/13 | 14,121,013 | ||||||||||||
EUR | 30,000,000 | Pemex Project Funding Master Trust, Reg S, 6.38%, due 08/05/16 | 44,011,500 | ||||||||||||
EUR | 26,500,000 | Pemex Project Funding Master Trust, Reg S, 5.50%, due 02/24/25 (d) | 32,948,109 | ||||||||||||
91,080,622 | |||||||||||||||
Foreign Government Obligations — 4.1% | |||||||||||||||
USD | 58,000,000 | United Mexican States, 6.05%, due 01/11/40 (d) | 56,318,000 | ||||||||||||
GBP | 29,994,000 | United Mexican States, GMTN, 6.75%, due 02/06/24 | 54,537,877 | ||||||||||||
110,855,877 | |||||||||||||||
Total Mexico | 201,936,499 | ||||||||||||||
Nicaragua — 0.2% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 7,389,593 | Republic of Nicaragua BPI, Series E, 5.00%, due 02/01/11 | 6,502,842 | ||||||||||||
Pakistan — 0.5% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 20,000,000 | Islamic Republic of Pakistan, Reg S, 7.88%, due 03/31/36 | 12,600,000 | ||||||||||||
Peru — 2.4% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 12,452,000 | Peru Enhanced Pass-Through Finance Ltd., Reg S, 0.00%, due 06/02/25 | 4,389,330 | ||||||||||||
USD | 25,000,000 | Peru Par Bond, Series 30 Yr., Step Up, 3.00%, due 03/07/27 | 20,000,000 | ||||||||||||
USD | 1,640,372 | Peru Trust II, Series 98-A LB, 0.00%, due 02/28/16 | 1,370,531 | ||||||||||||
USD | 4,625,077 | Peru Trust, Series 97-I-P, Class A3, 0.00%, due 12/31/15 | 3,216,278 | ||||||||||||
USD | 1,539,783 | Racers, Series 1998 I-P, due 03/10/16 | 1,049,362 | ||||||||||||
EUR | 22,160,000 | Republic of Peru Global Bond, 7.50%, due 10/14/14 | 33,972,770 | ||||||||||||
Total Peru | 63,998,271 |
See accompanying notes to the financial statements.
8
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Philippines — 5.3% | |||||||||||||||
Foreign Government Agency | |||||||||||||||
USD | 59,501,000 | Central Bank of Philippines, Series A, 8.60%, due 06/15/27 | 66,641,715 | ||||||||||||
USD | 6,000,000 | National Power Corp., 9.88%, due 03/16/10 | 6,285,000 | ||||||||||||
USD | 31,600,000 | National Power Corp., 9.63%, due 05/15/28 | 34,602,000 | ||||||||||||
USD | 8,500,000 | National Power Corp., Global Bond, 8.40%, due 12/15/16 | 8,925,000 | ||||||||||||
EUR | 12,000,000 | Republic of Philippines, 9.13%, due 02/22/10 | 18,044,715 | ||||||||||||
USD | 6,843,000 | Republic of Philippines, 8.38%, due 02/15/11 | 7,313,798 | ||||||||||||
Total Philippines | 141,812,228 | ||||||||||||||
Poland — 0.6% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 10,000,000 | Delphes Co. No. 2 Ltd., EMTN, Reg S, 7.75%, due 05/05/09 | 10,278,800 | ||||||||||||
USD | 6,000,000 | Poland Government International Bond, 6.25%, due 07/03/12 | 6,370,200 | ||||||||||||
Total Poland | 16,649,000 | ||||||||||||||
Qatar — 0.6% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 10,000,000 | State of Qatar, Reg S, 9.75%, due 06/15/30 | 14,900,000 | ||||||||||||
Russia — 10.7% | |||||||||||||||
Corporate Debt — 7.6% | |||||||||||||||
EUR | 40,000,000 | Gaz Capital (Gazprom), EMTN, 5.36%, due 10/31/14 | 51,200,045 | ||||||||||||
EUR | 38,000,000 | Gaz Capital (Gazprom), EMTN, Reg S, 5.88%, due 06/01/15 | 49,058,152 | ||||||||||||
EUR | 21,000,000 | Gaz Capital (Gazprom), Reg S, 5.44%, due 11/02/17 | 25,378,131 | ||||||||||||
USD | 13,685,147 | Gazprom International SA, Reg S, 7.20%, due 02/01/20 | 13,514,082 | ||||||||||||
USD | 26,791,935 | Gazstream SA, Reg S, 5.63%, due 07/22/13 (d) | 26,501,511 | ||||||||||||
USD | 8,000,000 | Sberbank Capital SA, EMTN, 6.48%, due 05/15/13 | 7,870,400 | ||||||||||||
USD | 14,900,000 | Transcapital Ltd. (Transneft), Series 144A, 8.70%, due 08/07/18 | 14,915,049 | ||||||||||||
USD | 19,000,000 | VTB Capital SA, Reg S, 6.25%, due 06/30/35 | 16,815,000 | ||||||||||||
205,252,370 | |||||||||||||||
Foreign Government Agency — 1.7% | |||||||||||||||
USD | 29,500,000 | RSHB Capital SA, 144A, 6.30%, due 05/15/17 | 26,052,335 | ||||||||||||
USD | 20,500,000 | RSHB Capital SA, 144A, 7.75%, due 05/29/18 | 19,346,875 | ||||||||||||
45,399,210 |
See accompanying notes to the financial statements.
9
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Foreign Government Obligations — 1.4% | |||||||||||||||
USD | 32,990,457 | Russian Federation, Reg S, Step Up, 7.50%, due 03/31/30 | 36,743,122 | ||||||||||||
Total Russia | 287,394,702 | ||||||||||||||
Serbia — 0.5% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 14,966,026 | Republic of Serbia, Reg S, Step Up, 3.75%, due 11/01/24 | 13,731,329 | ||||||||||||
South Africa — 1.3% | |||||||||||||||
Foreign Government Agency — 0.1% | |||||||||||||||
ZAR | 163,000,000 | Eskom Holdings Ltd., due 12/31/32 | 2,265,801 | ||||||||||||
Foreign Government Obligations — 1.2% | |||||||||||||||
USD | 8,000,000 | Republic of South Africa, 5.88%, due 05/30/22 | 7,520,000 | ||||||||||||
EUR | 20,000,000 | Republic of South Africa, EMTN, 4.50%, due 04/05/16 | 25,896,367 | ||||||||||||
33,416,367 | |||||||||||||||
Total South Africa | 35,682,168 | ||||||||||||||
South Korea — 0.2% | |||||||||||||||
Foreign Government Agency | |||||||||||||||
USD | 5,000,000 | Korea Southern Power Co., Reg S, 5.38%, due 04/18/13 | 4,928,000 | ||||||||||||
Sri Lanka — 0.6% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 19,000,000 | Republic of Sri Lanka, 144A, 8.25%, due 10/24/12 | 17,195,000 | ||||||||||||
Thailand — 0.2% | |||||||||||||||
Foreign Government Agency | |||||||||||||||
USD | 5,000,000 | PTT Public Co. Ltd., 5.75%, due 08/01/14 | 5,016,000 | ||||||||||||
Trinidad & Tobago — 0.6% | |||||||||||||||
Corporate Debt | |||||||||||||||
USD | 8,000,000 | First Citizens St. Lucia, Reg S, 5.13%, due 02/14/11 | 8,044,000 | ||||||||||||
USD | 7,000,000 | First Citizens St. Lucia, Reg S, 5.46%, due 02/01/12 | 7,081,900 | ||||||||||||
Total Trinidad & Tobago | 15,125,900 |
See accompanying notes to the financial statements.
10
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Tunisia — 0.1% | |||||||||||||||
Foreign Government Agency | |||||||||||||||
JPY | 360,000,000 | Banque Centrale De Tunisie, Series 6BR, 4.35%, due 08/15/17 | 3,771,854 | ||||||||||||
Turkey — 2.6% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 18,000,000 | Republic of Turkey, 7.38%, due 02/05/25 (d) | 18,315,000 | ||||||||||||
USD | 56,000,000 | Republic of Turkey, 6.88%, due 03/17/36 (d) | 52,640,000 | ||||||||||||
Total Turkey | 70,955,000 | ||||||||||||||
Ukraine — 4.6% | |||||||||||||||
Foreign Government Agency — 0.7% | |||||||||||||||
USD | 9,000,000 | Credit Suisse First Boston, the EXIM of Ukraine, 6.80%, due 10/04/12 | 8,093,606 | ||||||||||||
USD | 10,000,000 | Dresdner Kleinwort Wasserstein for CJSC, the EXIM of Ukraine, 7.75%, due 09/23/09 | 9,950,000 | ||||||||||||
18,043,606 | |||||||||||||||
Foreign Government Obligations — 3.9% | |||||||||||||||
USD | 18,000,000 | City of Kyiv, Reg S, 8.25%, due 11/26/12 | 17,145,000 | ||||||||||||
CHF | 100,000,000 | Ukraine Government, 3.50%, due 09/15/18 | 88,452,981 | ||||||||||||
105,597,981 | |||||||||||||||
Total Ukraine | 123,641,587 | ||||||||||||||
United States — 10.5% | |||||||||||||||
Asset-Backed Securities — 9.7% | |||||||||||||||
USD | 4,000,000 | Aircraft Finance Trust, Series 99-1A, Class A1, 144A, Variable Rate, 1 mo. LIBOR + .48%, 2.95%, due 05/15/24 | 2,100,000 | ||||||||||||
USD | 51,040,000 | Capital One Auto Finance Trust, Series 06-C, Class A4, Variable Rate, 1 mo. LIBOR + .03%, 2.50%, due 05/15/13 | 43,579,483 | ||||||||||||
USD | 26,000,000 | Capital One Auto Finance Trust, Series 07-C, Class A3B, FGIC, Variable Rate, 1 mo. LIBOR + .51%, 2.98%, due 04/16/12 | 24,099,920 | ||||||||||||
USD | 45,000,000 | Chase Issuance Trust, Series 06-A5, Class A, Variable Rate, 1 mo. LIBOR + .02%, 2.49%, due 11/15/13 | 43,265,072 | ||||||||||||
USD | 242,113 | Chevy Chase Mortgage Funding Corp., Series 03-4A, Class A1, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .34%, 2.81%, due 10/25/34 | 164,637 |
See accompanying notes to the financial statements.
11
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Asset-Backed Securities — continued | |||||||||||||||
USD | 1,070,431 | CHYPS CBO Ltd., Series 97-1A, Class A2A, 144A, 6.72%, due 01/15/10 | 107,043 | ||||||||||||
USD | 25,000,000 | Citibank Credit Card Issuance Trust, Series 06-A8, Class A8, Variable Rate, 3 mo. LIBOR + .04%, 2.75%, due 12/17/18 | 21,471,575 | ||||||||||||
USD | 3,857,096 | Citigroup Mortgage Loan Trust, Inc., Series 05-HE3, Class A2C, Variable Rate, 1 mo. LIBOR + 0.26%, 2.73%, due 09/25/35 | 3,368,093 | ||||||||||||
USD | 1,753,428 | CNL Commercial Mortgage Loan Trust, Series 03-2A, Class A1, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .44%, 2.91%, due 10/25/30 | 1,321,132 | ||||||||||||
USD | 29,239,348 | Countrywide Home Equity Loan Trust, Series 05-F, Class 2A, AMBAC, Variable Rate, 1 mo. LIBOR + .24%, 2.71%, due 12/15/35 | 17,836,002 | ||||||||||||
USD | 20,764,906 | Countrywide Home Equity Loan Trust, Series 05-H, Class 2A, FGIC, Variable Rate, 1 mo. LIBOR + .24%, 2.71%, due 12/15/35 | 12,524,976 | ||||||||||||
USD | 16,603,452 | Countrywide Home Equity Loan Trust, Series 06-D, Class 2A, XL, Variable Rate, 1 mo. LIBOR + .20%, 2.67%, due 05/15/36 | 8,813,610 | ||||||||||||
USD | 7,042,276 | First Franklin Mortgage Loan Asset Backed Certificates, Series 05-FF10, Class A6M, Variable Rate, 1 mo. LIBOR + .35%, 2.82%, due 11/25/35 | 5,665,993 | ||||||||||||
USD | 24,808,321 | Greenpoint Mortgage Funding Trust, Series 07-HE1, Class A1, XL, Variable Rate, 1 mo. LIBOR + .15%, 2.61%, due 12/13/32 | 5,165,092 | ||||||||||||
USD | 7,925,737 | GSAMP Trust, Series 05-HE6, Class A2B, Variable Rate, 1 mo. LIBOR + .19%, 2.66%, due 11/25/35 | 6,578,362 | ||||||||||||
USD | 9,250,000 | Home Equity Asset Trust, Series 07-1, Class 2A4, Variable Rate, 1 mo. LIBOR + .23%, 2.70%, due 05/25/37 | 3,979,350 | ||||||||||||
USD | 10,000,000 | IXIS Real Estate Capital Trust, Series 06-HE2, Class A3, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 08/25/36 | 8,371,000 | ||||||||||||
USD | 2,109,490 | Master Asset-Backed Securities Trust, Series 06-FRE1, Class A2, Variable Rate, 1 mo. LIBOR + .12%, 2.59%, due 12/25/35 | 2,077,847 | ||||||||||||
USD | 13,000,000 | Master Asset-Backed Securities Trust, Series 06-NC3, Class A4, Variable Rate, 1 mo. LIBOR + .16%, 2.63%, due 10/25/36 | 7,412,600 | ||||||||||||
USD | 13,000,000 | Morgan Stanley ABS Capital I, Series 06-NC3, Class A2C, Variable Rate, 1 mo. LIBOR + .17%, 2.64%, due 03/25/36 | 7,800,000 | ||||||||||||
USD | 10,000,000 | Morgan Stanley ACES SPC, Series 04-15, Class I, 144A, Variable Rate, 3 mo. LIBOR + .45%, 3.25%, due 12/20/09 | 9,570,000 | ||||||||||||
USD | 15,000,000 | Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A3, Variable Rate, 1 mo. LIBOR + .15%, 2.62%, due 11/25/36 | 9,000,000 | ||||||||||||
USD | 15,200,000 | Morgan Stanley IXIS Real Estate Capital Trust, Series 06-2, Class A4, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 11/25/36 | 7,616,720 |
See accompanying notes to the financial statements.
12
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Asset-Backed Securities — continued | |||||||||||||||
USD | 12,868,000 | Option One Mortgage Loan Trust, Series 06-3, Class 2A4, Variable Rate, 1 mo. LIBOR + .22%, 2.69%, due 02/25/37 | 6,015,790 | ||||||||||||
USD | 19,100 | Quest Trust, Series 03-X4A, Class A, 144A, AMBAC, Variable Rate, 1 mo. LIBOR + .43%, 2.90%, due 12/25/33 | 18,718 | ||||||||||||
USD | 196,469 | SHYPPCO Finance Co., LLC, Series 1I, Class A2B, 6.64%, due 06/15/10 | 190,575 | ||||||||||||
USD | 8,000,000 | Wamu Asset-Backed Certificates, Series 07-HE2, Class 2A4, Variable Rate, 1 mo. LIBOR + .36%, 2.83%, due 04/25/37 | 2,884,007 | ||||||||||||
260,997,597 | |||||||||||||||
U.S. Government — 0.8% | |||||||||||||||
USD | 6,000,000 | U.S. Treasury Note, 3.13%, due 09/15/08 (e) | 6,002,813 | ||||||||||||
USD | 7,000,000 | U.S. Treasury Note, 2.88%, due 06/30/10 (e) | 7,074,375 | ||||||||||||
USD | 9,000,000 | U.S. Treasury Note, 2.38%, due 08/31/10 | 9,002,813 | ||||||||||||
22,080,001 | |||||||||||||||
Total United States | 283,077,598 | ||||||||||||||
Uruguay — 4.5% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
EUR | 2,000,000 | Republic of Uruguay, 7.00%, due 06/28/19 | 2,890,089 | ||||||||||||
USD | 69,651,571 | Republic of Uruguay, 7.63%, due 03/21/36 | 70,522,216 | ||||||||||||
USD | 21,745,700 | Republic of Uruguay, PIK, 7.88%, due 01/15/33 | 22,615,528 | ||||||||||||
USD | 400,000 | Republica Orient Uruguay, 7.25%, due 05/04/14 | 400,440 | ||||||||||||
EUR | 10,000,000 | Republica Orient Uruguay, 6.88%, due 01/19/16 | 14,688,838 | ||||||||||||
JPY | 1,318,400,000 | Republica Orient Uruguay, Series 3BR, Step Up, 2.50%, due 03/14/11 | 10,963,951 | ||||||||||||
Total Uruguay | 122,081,062 | ||||||||||||||
Venezuela — 5.9% | |||||||||||||||
Foreign Government Agency — 0.4% | |||||||||||||||
USD | 16,000,000 | Petroleos De Venezuela, 5.38%, due 04/12/27 | 9,120,000 | ||||||||||||
Foreign Government Obligations — 5.5% | |||||||||||||||
EUR | 7,400,000 | Republic of Venezuela, 11.13%, due 07/25/11 | 11,046,153 | ||||||||||||
EUR | 11,000,000 | Republic of Venezuela, 7.00%, due 03/16/15 | 13,434,510 | ||||||||||||
USD | 26,000,000 | Republic of Venezuela, 7.00%, due 03/31/38 | 18,005,000 |
See accompanying notes to the financial statements.
13
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Foreign Government Obligations — continued | |||||||||||||||
USD | 717,391 | Republic of Venezuela DCB IL, Variable Rate, 6 mo. LIBOR + .88%, 4.25%, due 12/18/08 | 717,391 | ||||||||||||
USD | 262,360 | Republic of Venezuela Restructured Debt, 0.00%, due 04/15/20 | 9,230,612 | ||||||||||||
USD | 81,000,000 | Republic of Venezuela, Series Reg S, 9.00%, due 05/07/23 (d) | 70,672,500 | ||||||||||||
USD | 30,000,000 | Republic of Venezuela, Series Reg S, 9.25%, due 05/07/28 (d) | 26,175,000 | ||||||||||||
149,281,166 | |||||||||||||||
Total Venezuela | 158,401,166 | ||||||||||||||
Vietnam — 0.9% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
USD | 4,173,913 | Socialist Republic of Vietnam, Series 18 Yr., Variable Rate, 6 mo. LIBOR +0.81%, 3.63%, due 03/12/16 | 4,023,652 | ||||||||||||
USD | 19,750,000 | Socialist Republic of Vietnam, Series 30 Yr., Step Up, 4.00%, due 03/12/28 | 16,318,438 | ||||||||||||
USD | 4,000,000 | Socialist Republic of Vietnam, Series 30 Yr., Variable Rate, 6 mo. LIBOR +0.81%, 3.63%, due 03/13/28 | 3,765,000 | ||||||||||||
Total Vietnam | 24,107,090 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $2,541,788,601) | 2,397,984,364 | ||||||||||||||
LOAN ASSIGNMENTS — 1.7% | |||||||||||||||
Indonesia — 0.9% | |||||||||||||||
JPY | 152,280,002 | Republic of Indonesia Loan Agreement, 6 mo. JPY LIBOR + .88%, 4.50%, due 03/28/13 | 1,336,342 | ||||||||||||
USD | 3,276,901 | Republic of Indonesia Loan Agreement, 6 mo. LIBOR + .88%, 4.50%, due 03/29/13 | 3,145,825 | ||||||||||||
USD | 3,759,600 | Republic of Indonesia Loan Agreement, dated June 14, 1995, 3 mo. LIBOR + .88%, 4.50%, due 12/14/19 | 3,327,246 | ||||||||||||
USD | 3,759,600 | Republic of Indonesia Loan Agreement, dated June 14, 1995, 3 mo. LIBOR + .88%, 4.50%, due 12/14/19 | 3,327,246 | ||||||||||||
USD | 5,012,800 | Republic of Indonesia Loan Agreement, dated June 14, 1995, 3 mo. LIBOR + .88%, 4.50%, due 12/14/19 | 4,436,328 | ||||||||||||
USD | 2,796,002 | Republic of Indonesia Loan Agreement, dated September 29, 1994, 4.50%, due 12/01/19 | 2,516,402 |
See accompanying notes to the financial statements.
14
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Indonesia — continued | |||||||||||||||
USD | 515,818 | Republic of Indonesia Loan Agreement, dated September 29, 1994, 4.50%, due 12/01/19 | 464,236 | ||||||||||||
USD | 2,754,443 | Republic of Indonesia Loan Agreement, dated September 29, 1994, 4.50%, due 12/01/19 | 2,478,999 | ||||||||||||
EUR | 3,262,131 | Republic of Indonesia, Indonesia Paris Club Debt * | 3,847,710 | ||||||||||||
Total Indonesia | 24,880,334 | ||||||||||||||
Russia — 0.3% | |||||||||||||||
USD | 3,955,201 | Russia Foreign Trade Obligations * (c) | 5,572,503 | ||||||||||||
DEM | 45,916 | Russia Foreign Trade Obligations * (c) | 33,607 | ||||||||||||
FIM | 1,740,000 | Russia Foreign Trade Obligations * (c) | 442,607 | ||||||||||||
GBP | 14,162 | Russia Foreign Trade Obligations * (c) | 37,482 | ||||||||||||
USD | 265,723 | Russia Foreign Trade Obligations * (c) | 367,655 | ||||||||||||
USD | 80,572 | Russia Foreign Trade Obligations * (c) | 109,679 | ||||||||||||
Total Russia | 6,563,533 | ||||||||||||||
Vietnam — 0.5% | |||||||||||||||
USD | 16,000,000 | Vietnam Shipbuilding Industry Group Loan Agreement, 6 mo. LIBOR + 1.50%, 6.89%, due 06/26/15 | 14,400,000 | ||||||||||||
TOTAL LOAN ASSIGNMENTS (COST $40,663,779) | 45,843,867 | ||||||||||||||
LOAN PARTICIPATIONS — 5.0% | |||||||||||||||
Egypt — 0.1% | |||||||||||||||
CHF | 5,394,244 | Paris Club Loan Agreement (Participation with Standard Chartered Bank), 0.00%, due 01/03/24 * | 3,677,039 | ||||||||||||
Indonesia — 1.6% | |||||||||||||||
USD | 21,721,537 | Republic of Indonesia Loan Agreement (Participation with Deutsche Bank), 3 mo. LIBOR + 1.25%, 4.50%, due 02/12/13 | 19,549,384 | ||||||||||||
USD | 16,883,322 | Republic of Indonesia Loan Agreement (Participation with Deutsche Bank), 6 mo. LIBOR + .88%, 4.50%, due 09/29/19 | 14,857,323 | ||||||||||||
JPY | 900,281,695 | Republic of Indonesia Loan Agreement (Participation with Deutsche Bank), 6 mo. LIBOR + 0.88%, 1.76%, due 03/29/13 | 7,941,837 |
See accompanying notes to the financial statements.
15
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value | Description | Value ($) | |||||||||||||
Indonesia — continued | |||||||||||||||
USD | 462,720 | Republic of Indonesia Loan Agreement, (Participation with Citibank), 3 mo. LIBOR + .88%, 4.50%, due 12/14/19 | 409,507 | ||||||||||||
USD | 462,720 | Republic of Indonesia Loan Agreement, (Participation with Citibank), 3 mo. LIBOR + .88%, 4.50%, due 12/14/19 | 409,507 | ||||||||||||
USD | 616,960 | Republic of Indonesia Loan Agreement, (Participation with Citibank), 3 mo. LIBOR + .88%, 4.50%, due 12/14/19 | 546,010 | ||||||||||||
Total Indonesia | 43,713,568 | ||||||||||||||
Iraq — 1.3% | |||||||||||||||
JPY | 4,926,803,587 | Republic of Iraq Paris Club Loan Agreement (Participation with Deutsche Bank), due 01/01/28 | 29,945,640 | ||||||||||||
JPY | 643,772,123 | Republic of Iraq Paris Club Loan, T Chatani (Participation with Deutsche Bank), due 01/01/28 | 3,835,125 | ||||||||||||
Total Iraq | 33,780,765 | ||||||||||||||
Poland — 0.2% | |||||||||||||||
JPY | 699,999,970 | Poland Paris Club Debt (Participation with Deutsche Bank), 0.00%, due 03/31/09 | 6,514,679 | ||||||||||||
Russia — 0.9% | |||||||||||||||
EUR | 57,042,402 | Russian Foreign Trade Obligations (Participation with GML International Ltd) * (c) | 22,927,771 | ||||||||||||
Vietnam — 0.9% | |||||||||||||||
JPY | 2,865,073,279 | Socialist Republic of Vietnam Loan Agreement (Participation with Deutsche Bank), Variable Rate, 6 mo. JPY LIBOR + .60%, 1.31%, due 09/01/17 | 23,036,427 | ||||||||||||
TOTAL LOAN PARTICIPATIONS (COST $119,437,625) | 133,650,249 | ||||||||||||||
PROMISSORY NOTES — 0.2% | |||||||||||||||
Dominican Republic — 0.1% | |||||||||||||||
USD | 1,089,012 | Dominican Republic Promissory Notes, 0.00%, due 9/15/2009 | 1,017,682 | ||||||||||||
USD | 817,249 | Dominican Republic Promissory Notes, 0.00%, due 9/15/2010 | 720,814 |
See accompanying notes to the financial statements.
16
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value / Principal Amount | Description | Value ($) | |||||||||||||
Dominican Republic — continued | |||||||||||||||
USD | 817,249 | Dominican Republic Promissory Notes, 0.00%, due 9/15/2011 | 669,735 | ||||||||||||
Total Dominican Republic | 2,408,231 | ||||||||||||||
Ghana — 0.0% | |||||||||||||||
USD | 3,312,500 | Republic of Ghana Promissory Notes, 0.00%, due 8/9/2007 (a) (f) | 331,250 | ||||||||||||
Nigeria — 0.1% | |||||||||||||||
USD | 33,450,000 | Central Bank of Nigeria Promissory Notes, Series RC, 0.00%, due 1/15/2010 | 3,721,312 | ||||||||||||
TOTAL PROMISSORY NOTES (COST $23,786,619) | 6,460,793 | ||||||||||||||
OPTIONS PURCHASED — 3.7% | |||||||||||||||
Currency Options — 3.3% | |||||||||||||||
EUR | 50,000,000 | EUR Put/TRY Call, Expires 01/15/09, Strike 2.44 | 24,423,866 | ||||||||||||
EUR | 45,000,000 | EUR Put/TRY Call, Expires 10/31/08, Strike 2.46 | 25,012,890 | ||||||||||||
EUR | 23,000,000 | EUR Put/TRY Call, Expires 12/12/08, Strike 2.49 | 12,718,566 | ||||||||||||
USD | 42,000,000 | USD Call/BRL Put, Expires 06/24/10, Strike 1.91 | 3,033,427 | ||||||||||||
USD | 42,000,000 | USD Put/BRL Call, Expires 06/24/10, Strike 1.91 | 2,946,520 | ||||||||||||
USD | 45,000,000 | USD Put/BRL Call, Expires 12/09/08, Strike 2.40 | 19,380,147 | ||||||||||||
Total Currency Options | 87,515,416 | ||||||||||||||
Options on Bonds — 0.0% | |||||||||||||||
USD | 50,000,000 | Republic of Brazil Call, Expires 11/24/2008, Strike 124.00 | 1,008,734 | ||||||||||||
Options on Interest Rates — 0.0% | |||||||||||||||
TWD | 1,849,200,000 | TWD Interest Rate Cap Call Option, Expires 03/16/10, Strike 2.19% | 191,781 | ||||||||||||
TWD | 1,849,200,000 | TWD Interest Rate Floor Call Option, Expires 03/16/10, Strike 2.19% | 53,109 | ||||||||||||
Total Options on Interest Rates | 244,890 | ||||||||||||||
Options on Interest Rate Swaps — 0.4% | |||||||||||||||
BRL | 306,217,779 | BRL Swaption Call, Expires 01/02/09, Strike 14.42% | 811,572 | ||||||||||||
BRL | 306,217,779 | BRL Swaption Put, Expires 01/02/09, Strike 14.42% | 416,306 | ||||||||||||
KRW | 72,000,000,000 | KRW Swaption Call, Expires 02/24/09, Strike 6.05% | 2,016,000 |
See accompanying notes to the financial statements.
17
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Principal Amount / Shares | Description | Value ($) | |||||||||||||
Options on Interest Rate Swaps — continued | |||||||||||||||
KRW | 50,000,000,000 | KRW Swaption Call, Expires 03/21/11, Strike 5.64% | 1,363,000 | ||||||||||||
KRW | 72,000,000,000 | KRW Swaption Call, Expires 04/08/09, Strike 6.20% | 2,445,840 | ||||||||||||
KRW | 90,000,000,000 | KRW Swaption Call, Expires 04/27/09, Strike 5.42% | 1,748,700 | ||||||||||||
KRW | 72,000,000,000 | KRW Swaption Put, Expires 02/24/09, Strike 6.05% | 183,600 | ||||||||||||
KRW | 50,000,000,000 | KRW Swaption Put, Expires 03/21/11, Strike 5.64% | 456,000 | ||||||||||||
KRW | 72,000,000,000 | KRW Swaption Put, Expires 04/08/09, Strike 6.20% | 162,000 | ||||||||||||
KRW | 90,000,000,000 | KRW Swaption Put, Expires 04/27/09, Strike 5.42% | 1,071,000 | ||||||||||||
Total Options on Interest Rate Swaps | 10,674,018 | ||||||||||||||
TOTAL OPTIONS PURCHASED (COST $42,013,519) | 99,443,058 | ||||||||||||||
MUTUAL FUNDS — 6.5% | |||||||||||||||
United States — 6.5% | |||||||||||||||
Affiliated Issuers | |||||||||||||||
5,213,322 | GMO Short-Duration Collateral Fund | 122,617,335 | |||||||||||||
21,409 | GMO Special Purpose Holding Fund (c) (g) | 15,629 | |||||||||||||
1,933,999 | GMO World Opportunity Overlay Fund | 51,134,929 | |||||||||||||
Total United States | 173,767,893 | ||||||||||||||
TOTAL MUTUAL FUNDS (COST $177,001,820) | 173,767,893 | ||||||||||||||
RIGHTS AND WARRANTS — 0.4% | |||||||||||||||
Nigeria — 0.2% | |||||||||||||||
25,000 | Central Bank of Nigeria Warrants, Expires 11/15/20 ** | 5,450,000 | |||||||||||||
Uruguay — 0.0% | |||||||||||||||
4,000,000 | Banco Central Del Uruguay Value Recovery Rights, VRRB, Expires 01/02/21 ** | — | |||||||||||||
Venezuela — 0.2% | |||||||||||||||
164,215 | Republic of Venezuela Bond Warrants, Expires 04/15/20 ** | 5,777,576 | |||||||||||||
TOTAL RIGHTS AND WARRANTS (COST $0) | 11,227,576 |
See accompanying notes to the financial statements.
18
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
SHORT-TERM INVESTMENTS — 1.1% | |||||||||||||||
Money Market Funds — 0.3% | |||||||||||||||
6,865,102 | State Street Institutional Liquid Cash Reserves Fund - Institutional Class | 6,865,102 | |||||||||||||
Other Short-Term Investments — 0.8% | |||||||||||||||
5,000,000 | U.S. Treasury Bill, 1.69%, due 09/25/08 (e) (h) | 4,994,233 | |||||||||||||
4,000,000 | U.S. Treasury Bill, 1.69%, due 11/28/08 (e) (h) | 3,983,616 | |||||||||||||
14,000,000 | U.S. Treasury Bill, 1.71%, due 12/11/08 (e) (h) | 13,933,304 | |||||||||||||
22,911,153 | |||||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $29,754,349) | 29,776,255 | ||||||||||||||
TOTAL INVESTMENTS — 107.5% (Cost $2,974,446,312) | 2,898,154,055 | ||||||||||||||
Other Assets and Liabilities (net) — (7.5%) | (201,764,689 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 2,696,389,366 |
See accompanying notes to the financial statements.
19
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
10/07/08 | CHF | 100,000,000 | $ | 90,850,761 | $ | 5,210,718 | |||||||||||||
10/21/08 | EUR | 160,000,000 | 234,127,600 | 11,755,600 | |||||||||||||||
9/23/08 | GBP | 35,000,000 | 63,702,487 | 6,087,513 | |||||||||||||||
10/28/08 | JPY | 11,000,000,000 | 101,393,885 | (142,044 | ) | ||||||||||||||
$ | 490,074,733 | $ | 22,911,787 |
Reverse Repurchase Agreements
Face Value | Description | Market Value | |||||||||
USD | 18,635,813 | J.P. Morgan Chase Bank, 2.55%, dated 04/30/08, to be repurchased on demand at face value plus accrued interest. | $ | (18,796,857 | ) | ||||||
USD | 15,554,917 | J.P. Morgan Chase Bank, 2.50%, dated 05/06/08, to be repurchased on demand at face value plus accrued interest. | (15,681,300 | ) | |||||||
USD | 12,254,700 | Deutsche Bank, 2.40%, dated 06/19/08, to be repurchased on demand at face value plus accrued interest. | (12,311,888 | ) | |||||||
EUR | 18,002,479 | J.P. Morgan Chase Bank, 4.60%, dated 07/07/08, to be repurchased on demand at face value plus accrued interest. | (17,018,161 | ) | |||||||
USD | 6,342,000 | Deutsche Bank, 2.70%, dated 07/09/08, to be repurchased on demand at face value plus accrued interest. | (6,366,734 | ) | |||||||
USD | 4,521,250 | Deutsche Bank, 2.70%, dated 07/10/08, to be repurchased on demand at face value plus accrued interest. | (4,537,866 | ) | |||||||
USD | 13,570,729 | Deutsche Bank, 2.70%, dated 07/10/08, to be repurchased on demand at face value plus accrued interest. | (13,620,602 | ) |
See accompanying notes to the financial statements.
20
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Reverse Repurchase Agreements — continued
Face Value | Description | Market Value | |||||||||
USD | 13,567,500 | Deutsche Bank, 2.70%, dated 07/14/08, to be repurchased on demand at face value plus accrued interest. | $ | (13,615,325 | ) | ||||||
USD | 17,650,000 | J.P. Morgan Chase Bank, 3.00%, dated 07/15/08, to be repurchased on demand at face value plus accrued interest. | (17,717,658 | ) | |||||||
USD | 23,062,934 | Deutsche Bank, 2.40%, dated 07/24/08, to be repurchased on demand at face value plus accrued interest. | (23,113,865 | ) | |||||||
USD | 28,598,038 | Deutsche Bank, 2.40%, dated 07/24/08, to be repurchased on demand at face value plus accrued interest. | (28,661,192 | ) | |||||||
USD | 17,455,000 | Deutsche Bank, 2.70%, dated 07/24/08, to be repurchased on demand at face value plus accrued interest. | (17,500,819 | ) | |||||||
USD | 12,295,500 | Deutsche Bank, 2.70%, dated 07/28/08, to be repurchased on demand at face value plus accrued interest. | (12,325,009 | ) | |||||||
USD | 24,018,669 | J.P. Morgan Chase Bank, 3.00%, dated 08/05/08, to be repurchased on demand at face value plus accrued interest. | (24,068,708 | ) | |||||||
USD | 27,714,958 | Deutsche Bank, 2.75%, dated 08/26/08, to be repurchased on demand at face value plus accrued interest. | (27,723,427 | ) | |||||||
$ | (253,059,411 | ) |
Average balance outstanding | $ | (279,505,843 | ) | ||||
Average interest rate | 3.05 | % | |||||
Maximum balance outstanding | $ | (563,557,754 | ) | ||||
Average shares outstanding | 280,221,155 | ||||||
Average balance per share outstanding | $ | (1.00 | ) | ||||
Days outstanding | 184 |
Average balance outstanding was calculated based on daily balances outstanding during the period that the Fund had entered into reverse repurchase agreements.
See accompanying notes to the financial statements.
21
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options
A summary of open written option contracts for the Fund at August 31, 2008 is as follows:
Currency Options
Principal Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||
$ | 45,000,000 | 12/09/2008 | USDBRL Call/USD Put | ||||||||||||||||
Currency Option, Strike 2.14 | $ | (590,625 | ) | $ | (12,404,969 | ) |
Swap Agreements
Credit Default Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
2,000,000 | USD | 9/20/2008 | UBS AG | Receive | 9.20 | % | Dominican Republic | $ | 91,241 | ||||||||||||||||||||||
18,000,000 | USD | 11/20/2008 | Deutsche Bank AG | Receive | 1.50 | % | Credit of Uttam Galva Steels Limited | 27,584 | |||||||||||||||||||||||
500,000,000 | RUB | 11/20/2008 | JP Morgan Chase Bank | Receive | 0.75 | % | Red Square CDO | 100,368 | |||||||||||||||||||||||
14,000,000 | USD | 12/20/2008 | Deutsche Bank AG | (Pay) | 0.79 | % | Korean Deposit Insurance Corporation | (30,553 | ) | ||||||||||||||||||||||
5,000,000 | USD | 3/20/2009 | JP Morgan Chase Bank | Receive | 2.85 | % | Republic of Peru | 132,880 | |||||||||||||||||||||||
10,000,000 | USD | 3/20/2009 | JP Morgan Chase Bank | Receive | 4.30 | % | Republic of Philippines | 264,242 | |||||||||||||||||||||||
10,000,000 | USD | 4/17/2009 | Deutsche Bank AG | Receive | 3.90 | % | Gazprom Loan Facility | 297,407 | |||||||||||||||||||||||
10,000,000 | USD | 4/17/2009 | Lehman Brothers | (Pay) | 3.90 | % | Gazprom OAO | (297,407 | ) | ||||||||||||||||||||||
20,000,000 | USD | 4/20/2009 | JP Morgan Chase Bank | (Pay) | 0.43 | % | Republic of Brazil | (32,346 | ) | ||||||||||||||||||||||
100,000,000 | USD | 4/20/2009 | JP Morgan Chase Bank | (Pay) | 0.29 | % | United Mexican States | (66,550 | ) | ||||||||||||||||||||||
7,703,775 | USD | 6/6/2009 | Deutsche Bank AG | Receive | 1.85 | % | Deutsche Bank Loan to Ukrnafta | (50,071 | ) | ||||||||||||||||||||||
7,000,000 | USD | 8/5/2009 | Deutsche Bank AG | Receive | 4.85 | % | Government of Ukraine | 168,524 | |||||||||||||||||||||||
40,000,000 | USD | 8/20/2009 | Lehman Brothers | (Pay) | 0.33 | % | United States of Mexico | 8,048 |
See accompanying notes to the financial statements.
22
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
10,000,000 | USD | 9/20/2009 | JP Morgan Chase Bank | (Pay) | 0.97 | % | Gazprom OAO | $ | 12,968 | ||||||||||||||||||||||
100,000,000 | CHF | 9/20/2009 | Morgan Stanley | (Pay) | 0.78 | % | Government of Ukraine | 1,029,186 | |||||||||||||||||||||||
849,572,575 | RUB | 11/5/2009 | Deutsche Bank AG | Receive | 1.45 | % | Russia Post Office | (414,927 | ) | ||||||||||||||||||||||
10,000,000 | USD | 11/20/2009 | JP Morgan Chase Bank | (Pay) | 0.90 | % | United Mexican States | (79,387 | ) | ||||||||||||||||||||||
10,000,000 | USD | 11/20/2009 | JP Morgan Chase Bank | (Pay) | 0.88 | % | United Mexican States | (76,409 | ) | ||||||||||||||||||||||
25,000,000 | USD | 12/29/2009 | Deutsche Bank AG | Receive | 2.25 | % | Videocon Loan Facility | (1,205,123 | ) | ||||||||||||||||||||||
7,000,000 | USD | 2/5/2010 | Deutsche Bank AG | Receive | 4.85 | % | Government of Ukraine | 191,866 | |||||||||||||||||||||||
12,000,000 | USD | 3/5/2010 | Deutsche Bank AG | Receive | 9.10 | % | Republic of Turkey | 1,928,840 | |||||||||||||||||||||||
3,000,000 | USD | 3/29/2010 | JP Morgan Chase Bank | Receive | 4.70 | % | Arab Republic of Egypt | 183,761 | |||||||||||||||||||||||
85,000,000 | USD | 6/20/2010 | Deutsche Bank AG | (Pay) | 2.10 | % | Reference security within CDX Index | (1,690,083 | ) | ||||||||||||||||||||||
36,000,000 | USD | 6/20/2010 | Lehman Brothers | (Pay) | 2.10 | % | Reference security within CDX Index | (715,800 | ) | ||||||||||||||||||||||
12,000,000 | USD | 6/20/2010 | JP Morgan Chase Bank | (Pay) | 4.00 | % | Republic of Argentina | 556,128 | |||||||||||||||||||||||
12,000,000 | USD | 6/20/2010 | JP Morgan Chase Bank | (Pay) | 3.87 | % | Republic of Argentina | 584,546 | |||||||||||||||||||||||
150,000,000 | USD | 6/20/2010 | Deutsche Bank AG | (Pay) | 1.47 | % | Republic of Brazil | (2,476,557 | ) | ||||||||||||||||||||||
50,000,000 | USD | 6/20/2010 | Lehman Brothers | (Pay) | 0.42 | % | United States of Mexico | 97,936 | |||||||||||||||||||||||
10,000,000 | USD | 7/20/2010 | Deutsche Bank AG | (Pay) | 3.77 | % | Republic of Argentina | 567,162 | |||||||||||||||||||||||
6,000,000 | USD | 7/20/2010 | Deutsche Bank AG | (Pay) | 3.80 | % | Republic of Argentina | 337,056 | |||||||||||||||||||||||
140,000,000 | USD | 7/20/2010 | UBS AG | (Pay) | 0.89 | % | Republic of Turkey | 1,209,899 | |||||||||||||||||||||||
5,000,000 | USD | 7/23/2010 | Deutsche Bank AG | Receive | 4.56 | % | Government of Ukraine | 125,861 |
See accompanying notes to the financial statements.
23
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
7,000,000 | USD | 8/5/2010 | Deutsche Bank AG | Receive | 4.90 | % | Government of Ukraine | $ | 209,611 | ||||||||||||||||||||||
3,000,000 | USD | 8/25/2010 | Deutsche Bank AG | Receive | 3.40 | % | Deutsche Bank Loan to Ukrtelekom | (120,520 | ) | ||||||||||||||||||||||
50,000,000 | USD | 9/20/2010 | JP Morgan Chase Bank | (Pay) | 0.97 | % | Gazprom OAO | 721,495 | |||||||||||||||||||||||
35,000,000 | USD | 9/20/2010 | JP Morgan Chase Bank | (Pay) | 0.70 | % | Republic of Philippines | 487,725 | |||||||||||||||||||||||
20,000,000 | USD | 10/18/2010 | JP Morgan Chase Bank | Receive | 2.00 | % | VTB Leasing | (711,177 | ) | ||||||||||||||||||||||
5,000,000 | USD | 10/25/2010 | Deutsche Bank AG | Receive | 4.60 | % | Government of Ukraine | 184,098 | |||||||||||||||||||||||
10,000,000 | USD | 12/20/2010 | JP Morgan Chase Bank | (Pay) | 3.57 | % | Republic of Argentina | 719,255 | |||||||||||||||||||||||
5,000,000 | USD | 12/20/2010 | JP Morgan Chase Bank | (Pay) | 3.43 | % | Republic of Argentina | 375,057 | |||||||||||||||||||||||
5,000,000 | USD | 1/25/2011 | Deutsche Bank AG | Receive | 4.63 | % | Government of Ukraine | 124,410 | |||||||||||||||||||||||
7,000,000 | USD | 2/7/2011 | Deutsche Bank AG | Receive | 4.95 | % | Government of Ukraine | 213,162 | |||||||||||||||||||||||
5,000,000 | USD | 2/20/2011 | Morgan Stanley | (Pay) | 2.80 | % | Republic of Argentina | 502,042 | |||||||||||||||||||||||
3,000,000 | USD | 2/25/2011 | Deutsche Bank AG | Receive | 3.50 | % | Deutsche Bank Loan to Ukrtelekom | (161,075 | ) | ||||||||||||||||||||||
8,000,000 | USD | 3/20/2011 | Citigroup | (Pay) | 3.70 | % | Republic of Iraq | 160,546 | |||||||||||||||||||||||
8,000,000 | USD | 3/20/2011 | UBS AG | (Pay) | 3.55 | % | Republic of Iraq | 49,159 | |||||||||||||||||||||||
5,000,000 | USD | 4/26/2011 | Deutsche Bank AG | Receive | 4.66 | % | Government of Ukraine | 179,646 | |||||||||||||||||||||||
10,000,000 | USD | 6/20/2011 | Deutsche Bank AG | (Pay) | 1.89 | % | Islamic Republic of Pakistan | 1,594,466 | |||||||||||||||||||||||
34,000,000 | USD | 6/20/2011 | Deutsche Bank AG | (Pay) | 1.35 | % | Reference security within CDX index | 577,150 | |||||||||||||||||||||||
11,000,000 | USD | 6/20/2011 | JP Morgan Chase Bank | (Pay) | 1.35 | % | Reference security within CDX Index | 186,725 | |||||||||||||||||||||||
5,000,000 | USD | 6/20/2011 | Lehman Brothers | Receive | 1.35 | % | Reference security within CDX index | (84,875 | ) |
See accompanying notes to the financial statements.
24
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
20,000,000 | USD | 6/20/2011 | Lehman Brothers | (Pay) | 1.35 | % | Reference security within CDX index | $ | 339,500 | ||||||||||||||||||||||
10,000,000 | USD | 6/20/2011 | Lehman Brothers | (Pay) | 1.35 | % | Reference security within CDX index | 169,750 | |||||||||||||||||||||||
11,000,000 | USD | 6/20/2011 | Lehman Brothers | (Pay) | 1.35 | % | Reference security within CDX Index | 186,725 | |||||||||||||||||||||||
150,000,000 | USD | 6/20/2011 | Deutsche Bank AG | Receive | 1.86 | % | Republic of Brazil | 4,311,957 | |||||||||||||||||||||||
6,000,000 | USD | 6/20/2011 | JP Morgan Chase Bank | Receive | 3.75 | % | Republic of Georgia | 17,193 | |||||||||||||||||||||||
9,000,000 | USD | 7/17/2011 | UBS AG | Receive | 5.05 | % | Government of Ukraine | 315,858 | |||||||||||||||||||||||
5,000,000 | USD | 7/25/2011 | Deutsche Bank AG | Receive | 4.68 | % | Government of Ukraine | 119,590 | |||||||||||||||||||||||
7,000,000 | USD | 8/5/2011 | Deutsche Bank AG | Receive | 5.00 | % | Government of Ukraine | 216,914 | |||||||||||||||||||||||
20,000,000 | USD | 8/20/2011 | Deutsche Bank AG | (Pay) | 0.57 | % | United Mexican States | 139,732 | |||||||||||||||||||||||
620,000,000 | MXN | 8/20/2011 | Deutsche Bank AG | Receive | 0.40 | % | United Mexican States | (147,995 | ) | ||||||||||||||||||||||
3,000,000 | USD | 8/25/2011 | Deutsche Bank AG | Receive | 3.60 | % | Deutsche Bank Loan to Ukrtelekom | (199,182 | ) | ||||||||||||||||||||||
7,000,000 | USD | 10/20/2011 | JP Morgan Chase Bank | (Pay) | 2.75 | % | Republic of Argentina | 828,116 | |||||||||||||||||||||||
13,500,000 | USD | 10/20/2011 | Lehman Brothers | (Pay) | 5.02 | % | Republic of Ecuador | 555,921 | |||||||||||||||||||||||
5,000,000 | USD | 10/25/2011 | Deutsche Bank AG | Receive | 4.70 | % | Government of Ukraine | 176,155 | |||||||||||||||||||||||
19,000,000 | USD | 10/30/2011 | Deutsche Bank AG | Receive | 4.00 | % | Naftofaz Ukraine | (3,946,799 | ) | ||||||||||||||||||||||
8,000,000 | USD | 11/20/2011 | JP Morgan Chase Bank | (Pay) | 2.16 | % | Republic of Argentina | 1,125,460 | |||||||||||||||||||||||
5,000,000 | USD | 12/20/2011 | JP Morgan Chase Bank | (Pay) | 0.66 | % | Petroleos Mexicanos | 54,780 | |||||||||||||||||||||||
65,000,000 | USD | 12/20/2011 | JP Morgan Chase Bank | (Pay) | 1.40 | % | Reference security within CDX index | 1,435,056 | |||||||||||||||||||||||
8,541,730 | USD | 12/20/2011 | Deutsche Bank AG | Receive | 1.60 | % | Stemcor UK Ltd. | 71,525 |
See accompanying notes to the financial statements.
25
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
19,000,000 | EUR | 1/20/2012 | Duetsche Bank AG | (Pay) | 0.42 | % | Republic of Kazakhstan | $ | 1,246,920 | ||||||||||||||||||||||
8,600,000,000 | KZT | 1/20/2012 | Deutsche Bank AG | Receive | 0.32 | % | Republic of Kazakhstan | (2,339,713 | ) | ||||||||||||||||||||||
25,000,000 | USD | 2/20/2012 | JP Morgan Chase Bank | (Pay) | 0.96 | % | Republic of Brazil | 57,303 | |||||||||||||||||||||||
3,000,000 | USD | 2/25/2012 | Deutsche Bank AG | Receive | 3.68 | % | Deutsche Bank Loan to Ukrtelekom | (230,298 | ) | ||||||||||||||||||||||
19,000,000 | USD | 5/5/2012 | Deutsche Bank AG | Receive | 4.00 | % | Naftofaz Ukraine | (3,979,701 | ) | ||||||||||||||||||||||
120,000,000 | USD | 6/20/2012 | Lehman Brothers | (Pay) | 1.25 | % | Reference security within CDX index | 4,328,333 | |||||||||||||||||||||||
50,000,000 | USD | 6/20/2012 | Morgan Stanley | (Pay) | 1.25 | % | Reference security within CDX index | 1,803,472 | |||||||||||||||||||||||
10,000,000 | USD | 6/20/2012 | Morgan Stanley | Receive | 2.10 | % | Republic of Panama | 321,620 | |||||||||||||||||||||||
5,000,000 | USD | 7/30/2012 | JP Morgan Chase Bank | Receive | 3.05 | % | Republic of Chile | 470,511 | |||||||||||||||||||||||
5,000,000 | USD | 8/20/2012 | Bear Stearns | Receive | 3.50 | % | Republic of Jamaica | (176,966 | ) | ||||||||||||||||||||||
3,000,000 | USD | 8/25/2012 | Deutsche Bank AG | Receive | 3.75 | % | Deutsche Bank Loan to Ukrtelekom | (259,561 | ) | ||||||||||||||||||||||
10,000,000 | USD | 9/20/2012 | JP Morgan Chase Bank | (Pay) | 1.25 | % | Gazprom OAO | 377,569 | |||||||||||||||||||||||
15,000,000 | USD | 9/20/2012 | JP Morgan Chase Bank | (Pay) | 1.15 | % | Republic of Peru | (53,446 | ) | ||||||||||||||||||||||
85,000,000 | PEN | 9/20/2012 | JP Morgan Chase Bank | Receive | 0.92 | % | Republic of Peru | 38,929 | |||||||||||||||||||||||
10,000,000 | USD | 10/4/2012 | JP Morgan Chase Bank | Receive | 2.95 | % | Republic of Chile | 1,033,197 | |||||||||||||||||||||||
4,000,000 | USD | 10/20/2012 | UBS AG | (Pay) | 4.13 | % | Petroleos de Venezuela | 252,573 | |||||||||||||||||||||||
4,000,000 | USD | 10/20/2012 | UBS AG | (Pay) | 3.90 | % | Petroleos de Venezuela | 284,649 | |||||||||||||||||||||||
75,000,000 | USD | 10/20/2012 | JPMorgan Chase Bank | Receive | 0.79 | % | Republic of Brazil | (787,821 | ) | ||||||||||||||||||||||
15,000,000 | USD | 10/20/2012 | JP Morgan Chase Bank | Receive | 0.80 | % | Republic of Brazil | (152,407 | ) |
See accompanying notes to the financial statements.
26
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
20,000,000 | USD | 10/20/2012 | JP Morgan Chase Bank | Receive | 0.80 | % | Republic of Brazil | $ | (203,209 | ) | |||||||||||||||||||||
5,000,000 | USD | 11/5/2012 | Deutsche Bank AG | Receive | 6.50 | % | Republic of Jamaica | 422,402 | |||||||||||||||||||||||
50,000,000 | USD | 12/20/2012 | JP Morgan Chase Bank | (Pay) | 1.75 | % | Reference security within CDX Index | 1,279,861 | |||||||||||||||||||||||
15,000,000 | USD | 12/20/2012 | Lehman Brothers | (Pay) | 1.75 | % | Reference security within CDX Index | 383,958 | |||||||||||||||||||||||
42,000,000 | USD | 12/20/2012 | Morgan Stanley | (Pay) | 1.20 | % | Reference security within CDX Index | (589,805 | ) | ||||||||||||||||||||||
210,000,000 | USD | 12/20/2012 | Morgan Stanley | Receive | 0.71 | % | Reference security within CDX Index | 2,312,467 | |||||||||||||||||||||||
10,000,000 | USD | 1/9/2013 | Deutsche Bank AG | Receive | 8.25 | % | Republic of Turkey | 2,344,984 | |||||||||||||||||||||||
10,000,000 | USD | 3/20/2013 | Lehman Brothers | (Pay) | 2.52 | % | Gazprom OAO | (123,398 | ) | ||||||||||||||||||||||
10,000,000 | USD | 3/20/2013 | Lehman Brothers | Receive | 2.50 | % | Transneft OAO | (21,316 | ) | ||||||||||||||||||||||
20,000,000 | USD | 3/20/2013 | Deutsche Bank AG | (Pay) | 1.48 | % | United Mexican States | (427,572 | ) | ||||||||||||||||||||||
22,000,000 | EUR | 6/20/2013 | Deutsche Bank AG | (Pay) | 5.79 | % | Republic of Argentina | 1,292,725 | |||||||||||||||||||||||
14,000,000 | USD | 6/20/2013 | JP Morgan Chase Bank | Receive | 3.72 | % | Russia AG Bank | 453,300 | |||||||||||||||||||||||
257,483,491 | RUB | 6/21/2013 | Deutsche Bank AG | Receive | 2.35 | % | VTB Leasing | (376,290 | ) | ||||||||||||||||||||||
8,816,063 | EUR | 6/24/2013 | JP Morgan Chase Bank | Receive | 1.37 | % | VTB Leasing | (1,191,704 | ) | ||||||||||||||||||||||
11,959,871 | EUR | 6/24/2013 | JP Morgan Chase Bank | Receive | 1.37 | % | VTB Leasing | (1,616,666 | ) | ||||||||||||||||||||||
50,000,000 | USD | 8/20/2013 | JP Morgan Chase Bank | (Pay) | 1.20 | % | Republic of Peru | 249,777 | |||||||||||||||||||||||
277,250,000 | PEN | 8/20/2013 | JP Morgan Chase Bank | Receive | 0.96 | % | Republic of Peru | (593,220 | ) | ||||||||||||||||||||||
130,000,000 | USD | 10/20/2013 | Deutsche Bank AG | Receive | 3.30 | % | Republic of Brazil | 12,949,063 |
See accompanying notes to the financial statements.
27
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||||||
80,000,000 | USD | 10/20/2013 | Deutsche Bank AG | Receive | 4.05 | % | Republic of Brazil | $ | 10,858,898 | ||||||||||||||||||||||||||
13,500,000,000 | JPY | 10/20/2013 | Deutsche Bank AG | (Pay) | 3.20 | % | Republic of Brazil | (12,155,532 | ) | ||||||||||||||||||||||||||
8,100,000,000 | JPY | 10/20/2013 | Deutsche Bank AG | (Pay) | 3.95 | % | Republic of Brazil | (9,937,881 | ) | ||||||||||||||||||||||||||
10,000,000 | USD | 12/20/2013 | Deutsche Bank AG | Receive | 10.50 | % | Republic of Ecuador | 1,224,179 | |||||||||||||||||||||||||||
10,000,000 | USD | 12/24/2013 | JP Morgan Chase Bank | Receive | 3.80 | % | Republic of Turkey | 552,285 | |||||||||||||||||||||||||||
10,000,000 | USD | 1/20/2014 | Citigroup | Receive | 4.94 | % | Republic of Colombia | 1,604,749 | |||||||||||||||||||||||||||
5,000,000 | USD | 3/20/2014 | JP Morgan Chase Bank | Receive | 4.90 | % | Republic of Colombia | 891,230 | |||||||||||||||||||||||||||
10,000,000 | USD | 5/14/2014 | Deutsche Bank AG | Receive | 6.64 | % | Republic of Turkey | 2,023,378 | |||||||||||||||||||||||||||
5,000,000 | USD | 5/19/2014 | Deutsche Bank AG | Receive | 6.42 | % | Republic of Turkey | 952,214 | |||||||||||||||||||||||||||
7,000,000 | USD | 5/20/2014 | JP Morgan Chase Bank | Receive | 6.25 | % | Republic of Turkey | 1,271,715 | |||||||||||||||||||||||||||
10,000,000 | USD | 6/16/2014 | Deutsche Bank AG | Receive | 6.22 | % | Republic of Turkey | 1,763,220 | |||||||||||||||||||||||||||
2,000,000 | USD | 8/24/2014 | Deutsche | (Pay) | 4.25 | % | Lebanese Republic | ||||||||||||||||||||||||||||
Bank AG | 20,766 | ||||||||||||||||||||||||||||||||||
600,000,000 | EUR | 3/20/2015 | Deutsche Bank AG | (Pay) | 3.72 | % | Bolivarian Republic of Venezuela | 65,424,792 | |||||||||||||||||||||||||||
800,000,000 | USD | 3/20/2015 | Deutsche Bank AG | Receive | 3.80 | % | Bolivarian Republic of Venezuela | (60,678,508 | ) | ||||||||||||||||||||||||||
412,500,000 | USD | 4/20/2015 | Deutsche Bank AG | Receive | 4.40 | % | Bolivarian Republic of Venezuela | (21,474,236 | ) | ||||||||||||||||||||||||||
300,000,000 | EUR | 4/20/2015 | Deutsche Bank AG | (Pay) | 4.32 | % | Bolivarian Republic of Venezuela | 22,440,232 | |||||||||||||||||||||||||||
10,000,000 | USD | 4/20/2015 | JP Morgan Chase Bank | Receive | 4.65 | % | Republic of Colombia | 1,774,958 | |||||||||||||||||||||||||||
15,000,000 | USD | 5/20/2015 | Deutsche Bank AG | Receive | 3.85 | % | Republic of Turkey | 832,935 |
See accompanying notes to the financial statements.
28
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
56,950,000,000 | COP | 11/20/2015 | Citigroup | Receive | 1.81 | % | Republic of Colombia | $ | 783,152 | ||||||||||||||||||||||
15,000,000 | USD | 2/20/2016 | Citigroup | (Pay) | 2.16 | % | Republic of Colombia | (314,821 | ) | ||||||||||||||||||||||
56,700,000,000 | COP | 2/20/2016 | Citigroup | Receive | 1.46 | % | Republic of Colombia | 160,640 | |||||||||||||||||||||||
25,000,000 | USD | 4/20/2016 | Citigroup | (Pay) | 1.90 | % | Republic of Colombia | (267,271 | ) | ||||||||||||||||||||||
114,800,000,000 | COP | 4/20/2016 | Citigroup | Receive | 1.33 | % | Republic of Colombia | 201,286 | |||||||||||||||||||||||
22,000,000 | EUR | 6/17/2016 | Deutsche Bank AG | Receive | 5.60 | % | Republic of Angola | 196,747 | |||||||||||||||||||||||
22,000,000 | USD | 8/20/2016 | JP Morgan Chase Bank | Receive | 1.99 | % | Republic of Brazil | 633,465 | |||||||||||||||||||||||
40,000,000 | USD | 8/20/2016 | Lehman Brothers | Receive | 1.98 | % | Republic of Brazil | 1,138,824 | |||||||||||||||||||||||
20,000,000 | USD | 8/20/2016 | Citigroup | (Pay) | 2.15 | % | Republic of Colombia | (370,393 | ) | ||||||||||||||||||||||
97,680,000,000 | COP | 8/20/2016 | Citigroup | Receive | 1.51 | % | Republic of Colombia | 361,460 | |||||||||||||||||||||||
20,000,000 | USD | 8/20/2016 | Deutsche Bank AG | (Pay) | 0.87 | % | United Mexican States | 624,182 | |||||||||||||||||||||||
620,000,000 | MXN | 8/20/2016 | Deutsche Bank AG | Receive | 0.61 | % | United Mexican States | (801,733 | ) | ||||||||||||||||||||||
87,500,000 | USD | 2/20/2017 | Deutsche Bank AG | Receive | 2.43 | % | Bolivarian Republic of Venezuela | (16,006,759 | ) | ||||||||||||||||||||||
50,000,000 | USD | 3/20/2017 | Lehman Brothers | Receive | 1.41 | % | Republic of Brazil | (262,311 | ) | ||||||||||||||||||||||
2,500,000 | USD | 5/20/2017 | Deutsche Bank AG | (Pay) | 1.05 | % | Republic of Peru | 93,385 | |||||||||||||||||||||||
32,000,000 | PEN | 5/20/2017 | Deutsche Bank AG | Receive | 0.79 | % | Republic of Peru | (361,581 | ) | ||||||||||||||||||||||
70,000,000 | USD | 7/20/2017 | Lehman Brothers | Receive | 3.15 | % | Bolivarian Republic of Venezuela | (11,471,815 | ) | ||||||||||||||||||||||
4,500,000 | USD | 7/20/2017 | Bear Stearns | Receive | 3.30 | % | Republic of Jamaica | (527,287 | ) | ||||||||||||||||||||||
15,000,000 | USD | 7/20/2017 | Lehman Brothers | Receive | 1.04 | % | Republic of Panama | (885,567 | ) | ||||||||||||||||||||||
70,000,000 | USD | 7/20/2017 | Lehman Brothers | Receive | 2.20 | % | Republic of Turkey | (4,732,419 | ) | ||||||||||||||||||||||
35,000,000 | USD | 7/20/2017 | Lehman Brothers | Receive | 2.26 | % | Republic of Turkey | (2,227,164 | ) | ||||||||||||||||||||||
35,000,000 | USD | 7/20/2017 | UBS AG | Receive | 2.26 | % | Republic of Turkey | (2,227,164 | ) | ||||||||||||||||||||||
8,000,000 | USD | 8/20/2017 | JP Morgan Chase Bank | Receive | 2.20 | % | Republic of Colombia | 144,428 | |||||||||||||||||||||||
17,000,000 | USD | 9/20/2017 | JP Morgan Chase Bank | Receive | 1.74 | % | Republic of Philippines | (1,269,401 | ) |
See accompanying notes to the financial statements.
29
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Credit Default Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
30,000,000 | USD | 9/20/2017 | JP Morgan Chase Bank | Receive | 1.77 | % | Republic of Philippines | $ | (2,188,700 | ) | |||||||||||||||||||||
21,000,000 | USD | 10/20/2017 | Deutsche Bank AG | Receive | 1.78 | % | Vneshtorg Bank Bond & Loan | (2,395,859 | ) | ||||||||||||||||||||||
4,000,000 | USD | 11/20/2017 | JP Morgan Chase Bank | Receive | 4.85 | % | Bolivarian Republic of Venezuela | (264,365 | ) | ||||||||||||||||||||||
4,000,000 | USD | 11/20/2017 | JP Morgan Chase Bank | Receive | 4.90 | % | Bolivarian Republic of Venezuela | (252,883 | ) | ||||||||||||||||||||||
200,000,000 | USD | 11/20/2017 | Lehman Brothers | Receive | 0.62 | % | United States of Mexico | (11,295,844 | ) | ||||||||||||||||||||||
25,000,000 | USD | 1/20/2018 | Deutsche Bank AG | Receive | 1.50 | % | Republic of Brazil | (189,529 | ) | ||||||||||||||||||||||
12,000,000 | USD | 4/20/2018 | Lehman Brothers | Receive | 6.85 | % | Republic of Ecuador | (81,256 | ) | ||||||||||||||||||||||
11,500,000 | USD | 4/20/2018 | Lehman Brothers | Receive | 6.80 | % | Republic of Ecuador | (114,369 | ) | ||||||||||||||||||||||
30,000,000 | USD | 8/15/2031 | Goldman Sachs | (Pay) | 1.84 | % | United Mexican States | (864,619 | ) | ||||||||||||||||||||||
20,000,000 | USD | 8/15/2031 | Goldman Sachs | (Pay) | 1.89 | % | United Mexican States | (695,629 | ) | ||||||||||||||||||||||
Premiums to (Pay) Receive | $ | (525,211 | ) | $ | (17,803,810 | ) |
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
3,400,000,000 | MXN | 10/24/2008 | JP Morgan Chase Bank | Receive | 7.95 | % | 28-day TIIE | $ | (353,826 | ) | |||||||||||||||||||||
538,426 | USD | 12/1/2008 | Citigroup | (Pay) | 7.10 | % | 6 month LIBOR | 11,400 | |||||||||||||||||||||||
244,800,000 | PEN | 4/21/2009 | JP Morgan Chase Bank | (Pay) | 0.81 | % | 6 month LIBOR | 10,047,071 | |||||||||||||||||||||||
20,000,000 | USD | 1/4/2010 | JP Morgan Chase Bank | (Pay) | 5.11 | % | 6 month LIBOR | (537,552 | ) | ||||||||||||||||||||||
20,000,000 | USD | 1/4/2010 | JP Morgan Chase Bank | Receive | 5.62 | % | Floating USD rate | 1,749,548 | |||||||||||||||||||||||
230,000,000 | PEN | 2/19/2010 | JP Morgan Chase Bank | (Pay) | 3.15 | % | 6 month LIBOR | 3,784,065 | |||||||||||||||||||||||
90,000,000,000 | KRW | 5/29/2010 | Merrill Lynch | (Pay) | 4.79 | % | 3 month KRW LIBOR | 1,322,130 |
See accompanying notes to the financial statements.
30
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Interest Rate Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
900,000,000 | TWD | 5/23/2011 | JP Morgan Chase Bank | (Pay) | 2.49 | % | 90 Day TWD-BA-TELERATE | $ | (85,111 | ) | |||||||||||||||||||||
2,500,000,000 | TWD | 6/12/2011 | JP Morgan Chase Bank | (Pay) | 2.35 | % | 90 Day TWD-BA-TELERATE | 76,281 | |||||||||||||||||||||||
3,000,000,000 | TWD | 7/5/2011 | JP Morgan Chase Bank | (Pay) | 2.32 | % | 90 Day TWD-BA-TELERATE | 177,656 | |||||||||||||||||||||||
2,500,000,000 | TWD | 8/1/2011 | JP Morgan Chase Bank | (Pay) | 2.29 | % | 90 Day TWD-BA-TELERATE | 222,884 | |||||||||||||||||||||||
4,500,000,000 | TWD | 9/26/2011 | JP Morgan Chase Bank | (Pay) | 2.09 | % | 90 Day TWD-BA-TELERATE | 1,322,094 | |||||||||||||||||||||||
2,796,036 | USD | 12/1/2011 | Citigroup | (Pay) | 6.32 | % | 6 month LIBOR | (220,702 | ) | ||||||||||||||||||||||
51,000,000 | BRL | 1/2/2013 | JP Morgan Chase Bank | Receive | 13.80 | % | Floating Rate CDI | (45,181 | ) | ||||||||||||||||||||||
36,000,000,000 | KRW | 3/16/2014 | Deutsche Bank AG | (Pay) | 4.80 | % | Korean bond rate for 91 day certificates of deposit | 441,291 | |||||||||||||||||||||||
36,000,000,000 | KRW | 3/16/2014 | Deutsche Bank AG | (Pay) | 5.03 | % | Korean bond rate for 91 day certificates of deposit | 761,880 | |||||||||||||||||||||||
244,800,000 | PEN | 4/21/2014 | JP Morgan Chase Bank | Receive | 5.03 | % | 6 month LIBOR | (12,912,364 | ) | ||||||||||||||||||||||
230,000,000 | PEN | 2/19/2015 | JP Morgan Chase Bank | Receive | 5.70 | % | 6 month LIBOR | (5,603,868 | ) | ||||||||||||||||||||||
1,400,000,000 | TWD | 11/24/2016 | JP Morgan Chase Bank | (Pay) | 2.15 | % | 90 Day TWD-BA-TELERATE | 1,472,226 | |||||||||||||||||||||||
87,500,000 | USD | 2/14/2017 | Deutsche Bank AG | Receive | 5.31 | % | 3 month LIBOR | 5,919,237 | |||||||||||||||||||||||
100,000,000 | USD | 8/1/2017 | JP Morgan Chase Bank | Receive | 4.08 | % | 3 month LIBOR | (2,496,311 | ) | ||||||||||||||||||||||
20,000,000 | SGD | 10/25/2017 | JP Morgan Chase Bank | (Pay) | 3.20 | % | 6 month SOR | 85,362 | |||||||||||||||||||||||
20,000,000 | SGD | 10/30/2017 | JP Morgan Chase Bank | (Pay) | 3.20 | % | 6 month SOR | 99,338 | |||||||||||||||||||||||
40,000,000 | SGD | 1/17/2018 | JPMorgan Chase Bank | (Pay) | 3.00 | % | 6 month SOR | 670,392 |
See accompanying notes to the financial statements.
31
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Interest Rate Swaps — continued
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||||||
75,000,000 | USD | 5/8/2018 | Deutsche | Receive Bank AG | 4.44 | % | 3 month LIBOR | $ | (178,332 | ) | |||||||||||||||||||||||||
25,000,000 | USD | 12/2/2023 | JP Morgan Chase Bank | Receive | 5.34 | % | 3 month LIBOR | 1,946,067 | |||||||||||||||||||||||||||
70,000,000 | EUR | 9/4/2026 | JP Morgan Chase Bank | (Pay) | 4.28 | % | 6 month EUR LIBOR | 5,034,446 | |||||||||||||||||||||||||||
100,000,000 | USD | 7/20/2027 | JP Morgan Chase Bank | Receive | 5.87 | % | 3 month LIBOR | 13,916,452 | |||||||||||||||||||||||||||
Premiums to (Pay) Receive | $(5,382,619) | $26,626,573 |
Total Return Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
60,000,000 | USD | 1/7/2009 | JP Morgan Chase Bank | 3 month LIBOR - 0.45% | EMBI + Total Return | $ | 506,754 | ||||||||||||||||||||
100,000,000 | USD | 4/10/2009 | JP Morgan Chase Bank | 3 month LIBOR - 0.20% | EMBI + Total Return | (588,358 | ) | ||||||||||||||||||||
27,967,218 | USD | 12/19/2011 | JP Morgan Chase Bank | CER Index + 3.59% | 3 month LIBOR | (3,029,547 | ) | ||||||||||||||||||||
45,335,905 | USD | 12/19/2011 | JP Morgan Chase Bank | CER Index + 1.24% | 3 month LIBOR | (2,246,128 | ) | ||||||||||||||||||||
27,967,218 | USD | 12/19/2011 | JP Morgan Chase Bank | 3 month LIBOR + 0.35% | Return on Prestamos Garatizados | 496,192 | |||||||||||||||||||||
45,797,706 | USD | 12/19/2011 | JP Morgan Chase Bank | 3 month LIBOR + 0.35% | Return on Prestamos Garatizados | (3,970,076 | ) | ||||||||||||||||||||
300,000,000 | RUB | 3/26/2017 | Morgan Stanley | 3 month LIBOR + 0.25% | Return on Sukhoi | 635,643 | |||||||||||||||||||||
Premiums to (Pay) Receive | $ | (1,780,589 | ) | $ | (8,195,520 | ) |
See accompanying notes to the financial statements.
32
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Variance Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
210,000 | USD | 11/13/2008 | JP Morgan Chase Bank | Per Vega on USD/PEN the realized variance above 6.5% | Per Vega on USD/PEN the realized variance below 6.5% | $ | (829,226 | ) | |||||||||||||||||||
105,000 | USD | 11/19/2008 | JP Morgan Chase Bank | Per Vega on USD/PEN the realized variance above 7.0% | Per Vega on USD/PEN the realized variance below 7.0% | (349,140 | ) | ||||||||||||||||||||
105,000 | USD | 11/29/2008 | JP Morgan Chase Bank | Per Vega on USD/PEN the realized variance above 7.5% | Per Vega on USD/PEN the realized variance below 7.5% | (296,953 | ) | ||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | (1,475,319 | ) |
As of August 31, 2008, for the swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
144A - Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional investors.
AMBAC - Insured as to the payment of principal and interest by AMBAC Assurance Corporation.
BPI - Indemnification payment bonds
CBO - Collateralized Bond Obligation
CDI - Certificado de Depósito Interbancário
CDO - Collateralized Debt Obligation
CER- Coeficiente de Estabilización de Referencia
DCB - Debt Conversion Bond
EMBI - Emerging Markets Bond Index
EMTN - Euromarket Medium Term Note
FGIC - Insured as to the payment of principal and interest by Financial Guaranty Insurance Corporation.
FLIRB - Front Loaded Interest Reduction Bond
GDP - Gross Domestic Product
GMTN - Global Medium Term Note
LIBOR - London Interbank Offered Rate
See accompanying notes to the financial statements.
33
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
PDI - Past Due Interest
PIK - Payment In Kind
RMAC - Residential Mortgage Acceptance Corp.
SOR - Swap Offer Rate
TIIE - Interbank Equilibrium Interest Rate
Variable, step up and step down rates - The rates shown on variable, step up and step down rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security, including varying reset dates.
VRRB - Variable Rate Reduction Bond
XL - Insured as to the payment of principal and interest by XL Capital Assurance.
* Non-performing. Borrower not currently paying interest.
* * Non-income producing security.
(a) Security is in default.
(b) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(c) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(d) All or a portion of this security has been segregated to cover collateral requirements on reverse repurchase agreements (Note 2).
(e) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
(f) Past due maturity payment.
(g) Underlying investment represents interests in defaulted securities.
(h) Rate shown represents yield-to-maturity.
Currency Abbreviations:
ARS - Argentine Peso BRL - Brazilian Real CHF - Swiss Franc COP - Colombia Peso DE M - German Mark EUR - Euro FIM - Finnish Markka FRF - French Franc | GBP - British Pound JPY - Japanese Yen KRW - South Korean Won KZT - Kazakhstan Tenge MXN - Mexican Peso MYR - Malaysian Ringgit PEN - Peruvian Sol RUB - Russian Ruble | SGD - Singapore Dollar TRY - Turkish Lira TWD - Taiwan Dollar USD - United States Dollar ZAR - South African Rand | |||||||||
See accompanying notes to the financial statements.
34
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $2,797,444,492) (Note 2) | $ | 2,724,386,162 | |||||
Investments in affiliated issuers, at value (cost $177,001,820) (Notes 2 and 8) | 173,767,893 | ||||||
Foreign currency, at value (cost $1,443,524) (Note 2) | 1,414,816 | ||||||
Receivable for investments sold | 10,512,492 | ||||||
Dividends and interest receivable | 42,406,992 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 23,053,831 | ||||||
Receivable for open swap contracts (Note 2) | 222,839,424 | ||||||
Total assets | 3,198,381,610 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 8,996,962 | ||||||
Payable for Fund shares repurchased | 2,000,000 | ||||||
Written options outstanding, at value (premiums $590,625) (Note 2) | 12,404,969 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 802,981 | ||||||
Shareholder service fee | 257,226 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 5,584 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 142,044 | ||||||
Payable for open swap contracts (Note 2) | 223,687,500 | ||||||
Payable for reverse repurchase agreements (Note 2) | 253,059,411 | ||||||
Accrued expenses | 635,567 | ||||||
Total liabilities | 501,992,244 | ||||||
Net assets | $ | 2,696,389,366 |
See accompanying notes to the financial statements.
35
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 2,710,302,099 | |||||
Accumulated undistributed net investment income | 27,312,455 | ||||||
Accumulated net realized gain | 37,620,745 | ||||||
Net unrealized depreciation | (78,845,933 | ) | |||||
$ | 2,696,389,366 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 650,846,391 | |||||
Class IV shares | $ | 2,045,542,975 | |||||
Shares outstanding: | |||||||
Class III | 68,209,037 | ||||||
Class IV | 214,348,822 | ||||||
Net asset value per share: | |||||||
Class III | $ | 9.54 | |||||
Class IV | $ | 9.54 |
See accompanying notes to the financial statements.
36
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Interest | $ | 92,069,142 | |||||
Dividends from affiliated issuers (Note 8) | 869,168 | ||||||
Dividends | 270,989 | ||||||
Total investment income | 93,209,299 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 4,885,555 | ||||||
Shareholder service fee – Class III (Note 3) | 516,941 | ||||||
Shareholder service fee – Class IV (Note 3) | 1,051,246 | ||||||
Custodian, fund accounting agent and transfer agent fees | 950,084 | ||||||
Audit and tax fees | 68,908 | ||||||
Legal fees | 86,020 | ||||||
Trustees fees and related expenses (Note 3) | 35,373 | ||||||
Registration fees | 6,992 | ||||||
Interest expense (Note 2) | 4,304,515 | ||||||
Miscellaneous | 17,205 | ||||||
Total expenses | 11,922,839 | ||||||
Expense reductions (Note 2) | (198 | ) | |||||
Net expenses | 11,922,641 | ||||||
Net investment income (loss) | 81,286,658 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | 42,760,843 | ||||||
Investments in affiliated issuers | (5,142,976 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 48,484 | ||||||
Closed swap contracts | 24,854,003 | ||||||
Written options | (14,328,957 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | (6,942,021 | ) | |||||
Net realized gain (loss) | 41,249,376 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (217,155,196 | ) | |||||
Investments in affiliated issuers | 3,875,796 | ||||||
Open swap contracts | (23,768,793 | ) | |||||
Written options | 9,557,939 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 34,113,519 | ||||||
Net unrealized gain (loss) | (193,376,735 | ) | |||||
Net realized and unrealized gain (loss) | (152,127,359 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (70,840,701 | ) |
See accompanying notes to the financial statements.
37
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 81,286,658 | $ | 189,122,789 | |||||||
Net realized gain (loss) | 41,249,376 | 109,322,686 | |||||||||
Change in net unrealized appreciation (depreciation) | (193,376,735 | ) | (151,247,533 | ) | |||||||
Net increase (decrease) in net assets from operations | (70,840,701 | ) | 147,197,942 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (3,648,155 | ) | (60,758,567 | ) | |||||||
Class IV | (11,562,159 | ) | (147,592,816 | ) | |||||||
Total distributions from net investment income | (15,210,314 | ) | (208,351,383 | ) | |||||||
Net realized gains | |||||||||||
Class III | (14,329,630 | ) | (37,184,110 | ) | |||||||
Class IV | (44,349,438 | ) | (85,627,144 | ) | |||||||
Total distributions from net realized gains | (58,679,068 | ) | (122,811,254 | ) | |||||||
(73,889,382 | ) | (331,162,637 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (48,298,173 | ) | (87,026,767 | ) | |||||||
Class IV | 40,100,205 | 246,523,243 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | (8,197,968 | ) | 159,496,476 | ||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 175,818 | 614,140 | |||||||||
Class IV | 39,378 | 127,854 | |||||||||
Increase in net assets resulting from purchase premiums and redemption fees | 215,196 | 741,994 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | (7,982,772 | ) | 160,238,470 | ||||||||
Total increase (decrease) in net assets | (152,712,855 | ) | (23,726,225 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 2,849,102,221 | 2,872,828,446 | |||||||||
End of period (including accumulated undistributed net investment income of $27,312,455 and distributions in excess of net investment income of $38,763,889, respectively) | $ | 2,696,389,366 | $ | 2,849,102,221 |
See accompanying notes to the financial statements.
38
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Statement of Cash Flows For the Period Ended August 31, 2008 (Unaudited)
Cash flows from operating activities: | |||||||
Net investment income | $ | 81,286,658 | |||||
Net amortization of discount and premium | (10,885,641 | ) | |||||
70,401,017 | |||||||
Investments purchased | (489,796,340 | ) | |||||
Proceeds from sale of investments | 765,204,907 | ||||||
Short term investments, net | 36,070,895 | ||||||
Other proceeds (cost): | |||||||
Swaps | 24,854,003 | ||||||
Written options | (15,798,957 | ) | |||||
Foreign currency and forward contracts | (8,284,940 | ) | |||||
312,249,568 | |||||||
Realized gain distributions from affiliated issuers | 48,484 | ||||||
Changes in assets and liabilities: | |||||||
(Increase) decrease in interest receivable | 11,226,621 | ||||||
Increase (decrease) in payable to affiliate for: | |||||||
Management fee | 3,822 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,235 | ||||||
Shareholder service fee | (1,603 | ) | |||||
Increase (decrease) in accrued expenses | 16,941 | ||||||
Net cash provided (used in) operating activities | 393,947,085 | ||||||
Cash flows from financing activities* | |||||||
Proceeds from shares sold | 3,753,277 | ||||||
Shares repurchased | (83,552,296 | ) | |||||
Cash distributions paid | (299,638 | ) | |||||
Purchase premiums and redemption fees | 215,196 | ||||||
Increase (decrease) in payable for reverse repurchase agreements | (313,871,176 | ) | |||||
Net cash provided (used in) financing activities | (393,754,637 | ) | |||||
Net increase in cash | 192,448 | ||||||
Cash and cash equivalents, beginning of period | 1,222,368 | ||||||
Cash and cash equivalents, end of period | $ | 1,414,816 | |||||
*Supplemental disclosure of cash flow information: | |||||||
Reinvestment of dividends and distributions | $ | 73,589,744 |
See accompanying notes to the financial statements.
39
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 10.06 | $ | 10.73 | $ | 11.30 | $ | 11.09 | $ | 10.51 | $ | 9.51 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.29 | 0.68 | 0.86 | 0.88 | 0.89 | 1.01 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.55 | ) | (0.13 | ) | 0.30 | 1.14 | 1.16 | 1.81 | |||||||||||||||||||
Total from investment operations | (0.26 | ) | 0.55 | 1.16 | 2.02 | 2.05 | 2.82 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.05 | ) | (0.76 | ) | (0.94 | ) | (1.26 | ) | (1.18 | ) | (1.06 | ) | |||||||||||||||
From net realized gains | (0.21 | ) | (0.46 | ) | (0.79 | ) | (0.55 | ) | (0.29 | ) | (0.76 | ) | |||||||||||||||
Total distributions | (0.26 | ) | (1.22 | ) | (1.73 | ) | (1.81 | ) | (1.47 | ) | (1.82 | ) | |||||||||||||||
Net asset value, end of period | $ | 9.54 | $ | 10.06 | $ | 10.73 | $ | 11.30 | $ | 11.09 | $ | 10.51 | |||||||||||||||
Total Return(a) | (2.52 | )%** | 5.07 | % | 10.98 | % | 19.50 | % | 20.58 | % | 30.46 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 650,846 | $ | 734,921 | $ | 876,598 | $ | 1,020,976 | $ | 1,088,609 | $ | 925,517 | |||||||||||||||
Net operating expenses to average daily net assets(b) | 0.58 | %(c)* | 0.57 | %(c) | 0.57 | % | 0.57 | % | 0.57 | % | 0.57 | % | |||||||||||||||
Interest expense to average daily net assets(d) | 0.31 | %* | 0.74 | % | 0.48 | % | 0.22 | % | 0.08 | % | 0.08 | % | |||||||||||||||
Total net expenses to average daily net assets | 0.89 | %(c)* | 1.31 | %(c) | 1.05 | % | 0.79 | % | 0.65 | % | 0.65 | % | |||||||||||||||
Net investment income to average daily net assets | 5.80 | %* | 6.36 | % | 7.91 | % | 7.75 | % | 8.22 | % | 9.44 | % | |||||||||||||||
Portfolio turnover rate | 14 | %** | 53 | % | 83 | % | 144 | % | 121 | % | 119 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (e) | $ | 0.01 | $ | 0.01 | $ | 0.01 | $ | 0.01 | $ | 0.03 |
(a) Calculation excludes purchase premiums and redemption fees which are borne by shareholder and assumes the effect of reinvested distributions.
(b) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(c) The net expense ratio does not include the effect of expense reductions.
(d) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund's net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(e) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
40
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 10.06 | $ | 10.73 | $ | 11.30 | $ | 11.09 | $ | 10.51 | $ | 9.52 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.29 | 0.69 | 0.87 | 0.88 | 0.90 | 1.06 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.54 | ) | (0.13 | ) | 0.29 | 1.15 | 1.16 | 1.75 | |||||||||||||||||||
Total from investment operations | (0.25 | ) | 0.56 | 1.16 | 2.03 | 2.06 | 2.81 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.06 | ) | (0.77 | ) | (0.94 | ) | (1.27 | ) | (1.19 | ) | (1.06 | ) | |||||||||||||||
From net realized gains | (0.21 | ) | (0.46 | ) | (0.79 | ) | (0.55 | ) | (0.29 | ) | (0.76 | ) | |||||||||||||||
Total distributions | (0.27 | ) | (1.23 | ) | (1.73 | ) | (1.82 | ) | (1.48 | ) | (1.82 | ) | |||||||||||||||
Net asset value, end of period | $ | 9.54 | $ | 10.06 | $ | 10.73 | $ | 11.30 | $ | 11.09 | $ | 10.51 | |||||||||||||||
Total Return(a) | (2.51 | )%** | 5.13 | % | 11.06 | % | 19.57 | % | 20.64 | % | 30.38 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 2,045,543 | $ | 2,114,181 | $ | 1,996,230 | $ | 1,799,792 | $ | 1,550,402 | $ | 1,238,209 | |||||||||||||||
Net operating expenses to average daily net assets(b) | 0.53 | %(c)* | 0.53 | %(c) | 0.52 | % | 0.52 | % | 0.52 | % | 0.52 | % | |||||||||||||||
Interest expense to average daily net assets(d) | 0.31 | %* | 0.74 | % | 0.48 | % | 0.22 | % | 0.08 | % | 0.08 | % | |||||||||||||||
Total net expenses to average daily net assets | 0.84 | %(c)* | 1.27 | %(c) | 1.00 | % | 0.74 | % | 0.60 | % | 0.60 | % | |||||||||||||||
Net investment income to average daily net assets | 5.83 | % | 6.45 | % | 7.97 | % | 7.75 | % | 8.29 | % | 9.95 | % | |||||||||||||||
Portfolio turnover rate | 14 | %** | 53 | % | 83 | % | 144 | % | 121 | % | 119 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (e) | $ | 0.00 | (e) | $ | 0.01 | $ | 0.00 | (e) | $ | 0.01 | $ | 0.04 |
(a) Calculation excludes purchase premiums and redemption fees which are borne by shareholder and assumes the effect of reinvested distributions.
(b) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(c) The net expense ratio does not include the effect of expense reductions.
(d) Interest expense incurred as a result of entering into reverse repurchase agreements is included in the Fund's net expenses. Income earned on investing proceeds from reverse repurchase agreements is included in interest income.
(e) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
41
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Emerging Country Debt Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of its benchmark, the JPMorgan Emerging Markets Bond Index Global. The Fund invests primarily in sovereign debt of emerging countries, although it may also make investments in entities related to, but not guaranteed by emerging countries, or in entities wholly unrelated to emerging countries.
Throughout the period ended August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different level of shareholder service fees.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). Shares of GMO Short-Duration Collateral Fund, GMO Special Purpose Holding Fund and GMO World Opportunity Overlay Fund are not publicly available for direct purchase.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations
42
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 33.27% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $48,484 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level
43
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 39,996,921 | $ | 1,414,816 | |||||||
Level 2 - Other Significant Observable Inputs | 2,750,196,859 | 243,647,515 | |||||||||
Level 3 - Significant Unobservable Inputs | 107,960,275 | 2,245,740 | |||||||||
Total | $ | 2,898,154,055 | $ | 247,308,071 |
* Other financial instruments include foreign currency, forward currency contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | (253,059,411 | ) | (225,513,443 | ) | |||||||
Level 3 - Significant Unobservable Inputs | — | (10,721,070 | ) | ||||||||
Total | $ | (253,059,411 | ) | $ | (236,234,513 | ) |
** Other financial instruments include forward currency contracts, swap agreements and written options.
44
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments*** | ||||||||||
Balance as of February 29, 2008 | $ | 139,080,487 | $ | (5,866,346 | ) | ||||||
Accrued discounts/premiums | 725,287 | — | |||||||||
Realized gain (loss) | (40,787 | ) | — | ||||||||
Realized gain distributions received | 37,043 | — | |||||||||
Realized gain distributions paid | (48,484 | ) | |||||||||
Change in unrealized appreciation/depreciation | (16,193,583 | ) | (2,608,984 | ) | |||||||
Net purchases (sales) | (15,599,688 | ) | — | ||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 107,960,275 | $ | (8,475,330 | ) |
*** Other financial instruments include swap agreements.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of
45
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
46
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
For the period ended August 31, 2008, the Fund's investment activity in written options contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | — | $ | — | $ | (115,000,000 | ) | $ | (2,060,625 | ) | |||||||||
Options written | — | — | — | — | |||||||||||||||
Options exercised | — | — | 70,000,000 | 1,470,000 | |||||||||||||||
Options expired | — | — | — | — | |||||||||||||||
Options sold | — | — | — | — | |||||||||||||||
Outstanding, end of period | $ | — | $ | — | $ | (45,000,000 | ) | $ | (590,625 | ) |
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that has sold the participation in the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the
47
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
borrower on the loan. Loan agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. Indexed securities held by the Fund at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realize d variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the
48
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. As of August 31, 2008, the Fund had entered into reverse repurchase agre ements, plus accrued interest, amounting to $253,059,411, collateralized by securities with a market value, plus accrued interest, of $296,165,740. Reverse repurchase agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments. The Fund had no more than $159,776,727 in outstanding reverse repurchase agreements with any one counterparty.
Delayed delivery commitments
The Fund may purchase or sell securities on a when-issued or forward commitment basis. Payment and delivery may take place a month or more after the date of the transaction. The price of the underlying
49
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Collateral consisting of liquid securities or cash and cash equivalents is maintained with the custodian in an amount at least equal to these commitments. The Fund had no delayed delivery commitments outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
50
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 2,999,917,711 | $ | 224,792,847 | $ | (326,556,503 | ) | $ | (101,763,656 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
51
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases of Fund shares was 0.50% of the amount invested. In the case of cash redemptions, the fee is currently 0.25% of the amount redeemed. If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in-capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connec tion with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
Investments in emerging country debt present risks that are not inherent in many other securities. Many emerging countries are subject to political and/or economic instability, which may result in the Fund's inability to collect on a timely basis, or in full, principal and interest payments. Further, countries may impose various types of foreign currency regulations or controls that impede the Fund's ability to repatriate amounts it receives. The Fund may acquire interests in securities in some countries based on the Manager's expectations that conditions in those countries will improve. These factors may result in significant volatility in the values of its holdings. The markets for emerging country debt are typically less liquid than those of developed markets.
The Fund owns loans and bonds representing significant exposure to the risk of default in many countries. Its most sizable such positions are in Russia, Mexico and Brazil. The Fund's financial position would be substantially adversely affected in the case of a default by any of these countries on obligations held by the Fund, or on obligations issued by them generally. The Fund has purchased default protection in the form of credit default swap agreements with respect to debt associated with those countries and profits realized on those agreements would offset some of the losses the Fund would experience should those countries default on their bonds. However the Fund as of August 31, 2008, has sold more of such default protection
52
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
than it has purchased. In addition, it is important to note that (i) such protection would not cover losses due to defaults on loan assignments or participations, (ii) such protection will generally not be sufficient to cover all of the Fund's losses in the case of default, and (iii) due to the privately negotiated nature of such instruments, under some circumstances, the protection offered by such instruments may not be realized, even if the Fund incurs substantial losses due to weakening of the credit or virtual default by the countries.
Other matters
In July 2005, the Fund entered into litigation against the Government of Argentina ("Argentina") relating to Argentina's failure to make payments on sovereign debt held by the Fund. That debt, which continues to be valued according to the Fund's valuation policy, represented 1.76% of the net assets of the Fund as of August 31, 2008. The ultimate outcome of this litigation cannot be predicted. Costs associated with this action are being borne by the Fund.
Recently issued accounting pronouncements
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
In September 2008, the FASB issued Statement of Financial Accounting Standards No. 133-1 ("SFAS 133-1"), Accounting for Derivative Instruments and Hedging Activities, and Interpretation of Financial Accounting Standards No. 45-4, Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others—an interpretation of FASB Statements No. 5, 57, and 107 and rescission of FASB Interpretation No. 34 ("IFAS 45-1"). SFAS 133-1 and IFAS 45-4 are effective for interim periods ending after November 15, 2008. SFAS 133-1 and IFAS 45-4 require enhanced disclosures surrounding the Fund's selling of credit derivatives . The Manager is currently evaluating the impact the adoption of SFAS 133-1 and IFAS 45-4 will have on the Fund's financial st atement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.35% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares.
53
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
< 0.001% | 0.000 | % | 0.000 | % | < 0.001% |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and Chief Compliance Officer ("CCO") during the period ended August 31, 2008 was $34,085 and $7,728, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | 40,251,055 | $ | 28,152,968 | |||||||
Investments (non-U.S. Government securities) | 365,576,780 | 698,653,321 |
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
54
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, 57.23% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.27% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 13.04% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 210,785 | $ | 2,076,354 | 11,479,041 | $ | 123,985,827 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,859,371 | 17,738,394 | 9,161,344 | 94,844,498 | |||||||||||||||
Shares repurchased | (6,878,923 | ) | (68,112,921 | ) | (29,333,184 | ) | (305,857,092 | ) | |||||||||||
Purchase premiums | — | 6,947 | — | 178,678 | |||||||||||||||
Redemption fees | — | 168,871 | — | 435,462 | |||||||||||||||
Net increase (decrease) | (4,808,767 | ) | $ | (48,122,355 | ) | (8,692,799 | ) | $ | (86,412,627 | ) | |||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 7,884,742 | $ | 82,812,310 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 5,854,439 | 55,851,350 | 22,455,867 | 232,182,559 | |||||||||||||||
Shares repurchased | (1,564,489 | ) | (15,751,145 | ) | (6,365,177 | ) | (68,471,626 | ) | |||||||||||
Purchase premiums | — | — | — | 39,052 | |||||||||||||||
Redemption fees | — | 39,378 | — | 88,802 | |||||||||||||||
Net increase (decrease) | 4,289,950 | $ | 40,139,583 | 23,975,432 | $ | 246,651,097 |
55
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Short-Duration Collateral Fund | $ | 140,673,840 | $ | 53,669,168 | $ | 69,000,000 | $ | 869,168 | $ | — | $ | 122,617,335 | |||||||||||||||
GMO Special Purpose Holding Fund | 26,976 | — | — | — | 48,484 | 15,629 | |||||||||||||||||||||
GMO World Opportunity Overlay Fund | 49,665,090 | — | — | — | — | 51,134,929 | |||||||||||||||||||||
Totals | $ | 190,365,906 | $ | 53,669,168 | $ | 69,000,000 | $ | 869,168 | $ | 48,484 | $ | 173,767,893 |
9. Subsequent event
Effective October 8, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed.
56
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of
57
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements an d possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, and the reputation of the Fund's other service providers.
58
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
59
GMO Emerging Country Debt Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.89 | % | $ | 1,000.00 | $ | 974.80 | $ | 4.43 | |||||||||||
2) Hypothetical | 0.89 | % | $ | 1,000.00 | $ | 1,020.72 | $ | 4.53 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.84 | % | $ | 1,000.00 | $ | 974.90 | $ | 4.18 | |||||||||||
2) Hypothetical | 0.84 | % | $ | 1,000.00 | $ | 1,020.97 | $ | 4.28 |
* Expenses are calculated using each Class's annualized expense ratio (including interest expense and indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
60
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 93.7 | % | |||||
Short-Term Investments | 4.4 | ||||||
Preferred Stocks | 0.3 | ||||||
Forward Currency Contracts | 0.2 | ||||||
Rights and Warrants | 0.0 | ||||||
Futures | (0.2 | ) | |||||
Other | 1.6 | ||||||
100.0 | % | ||||||
Country/Region Summary** | % of Investments | ||||||
Euro Region*** | 30.9 | % | |||||
Japan | 22.6 | ||||||
United Kingdom | 21.0 | ||||||
Switzerland | 8.8 | ||||||
Canada | 4.8 | ||||||
Australia | 3.9 | ||||||
Singapore | 2.7 | ||||||
Hong Kong | 2.3 | ||||||
Denmark | 1.4 | ||||||
Sweden | 1.0 | ||||||
Norway | 0.6 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.0% | |||||||||||||||
Affiliated Issuers — 100.0% | |||||||||||||||
14,241,965 | GMO International Growth Equity Fund, Class IV | 342,804,096 | |||||||||||||
13,323,545 | GMO International Intrinsic Value Fund, Class IV | 340,016,875 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $871,642,014) | 682,820,971 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
34,205 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 34,205 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $34,205) | 34,205 | ||||||||||||||
TOTAL INVESTMENTS — 100.0% (Cost $871,676,219) | 682,855,176 | ||||||||||||||
Other Assets and Liabilities (net) — (0.0%) | (36,057 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 682,819,119 |
Notes to Schedule of Investments:
As of August 31, 2008, 89.02% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair value prices based on models used by third party vendor (Note 2).
See accompanying notes to the financial statements.
2
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $34,205) (Note 2) | $ | 34,205 | |||||
Investments in affiliated issuers, at value (cost $871,642,014) (Notes 2 and 8) | 682,820,971 | ||||||
Receivable for Fund shares sold | 24,000,000 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 11,656 | ||||||
Total assets | 706,866,832 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 23,959,973 | ||||||
Payable for Fund shares repurchased | 40,027 | ||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 1,522 | ||||||
Accrued expenses | 46,191 | ||||||
Total liabilities | 24,047,713 | ||||||
Net assets | $ | 682,819,119 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 839,997,549 | |||||
Accumulated undistributed net investment income | 12,619,722 | ||||||
Accumulated net realized gain | 19,022,891 | ||||||
Net unrealized depreciation | (188,821,043 | ) | |||||
$ | 682,819,119 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 682,819,119 | |||||
Shares outstanding: | |||||||
Class III | 39,175,011 | ||||||
Net asset value per share: | |||||||
Class III | $ | 17.43 |
See accompanying notes to the financial statements.
3
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 12,616,773 | |||||
Interest | 222 | ||||||
Total investment income | 12,616,995 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 38,824 | ||||||
Audit and tax fees | 16,008 | ||||||
Legal fees | 8,280 | ||||||
Trustees fees and related expenses (Note 3) | 4,059 | ||||||
Registration fees | 920 | ||||||
Miscellaneous | 4,600 | ||||||
Total expenses | 72,691 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (66,608 | ) | |||||
Expense reductions (Note 2) | (8,810 | ) | |||||
Net expenses | (2,727 | ) | |||||
Net investment income (loss) | 12,619,722 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (22,242,352 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 41,343,170 | ||||||
Net realized gain (loss) | 19,100,818 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (90,350,446 | ) | |||||
Net realized and unrealized gain (loss) | (71,249,628 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (58,629,906 | ) |
See accompanying notes to the financial statements.
4
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 12,619,722 | $ | 13,263,942 | |||||||
Net realized gain (loss) | 19,100,818 | 98,425,498 | |||||||||
Change in net unrealized appreciation (depreciation) | (90,350,446 | ) | (103,922,554 | ) | |||||||
Net increase (decrease) in net assets from operations | (58,629,906 | ) | 7,766,886 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (38,253,569 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (55,106,296 | ) | (36,477,386 | ) | |||||||
(55,106,296 | ) | (74,730,955 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 78,096,246 | 344,825,641 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 69,252 | 96,754 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 78,165,498 | 344,922,395 | |||||||||
Total increase (decrease) in net assets | (35,570,704 | ) | 277,958,326 | ||||||||
Net assets: | |||||||||||
Beginning of period | 718,389,823 | 440,431,497 | |||||||||
End of period (including accumulated undistributed net investment income of $12,619,722 and $0, respectively) | $ | 682,819,119 | $ | 718,389,823 |
See accompanying notes to the financial statements.
5
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 20.63 | $ | 22.16 | $ | 20.00 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)(b)† | 0.36 | 0.47 | 0.53 | ||||||||||||
Net realized and unrealized gain (loss) | (1.95 | ) | 0.52 | 2.45 | |||||||||||
Total from investment operations | (1.59 | ) | 0.99 | 2.98 | |||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | — | (1.24 | ) | (0.72 | ) | ||||||||||
From net realized gains | (1.61 | ) | (1.28 | ) | (0.10 | ) | |||||||||
Total distributions | (1.61 | ) | (2.52 | ) | (0.82 | ) | |||||||||
Net asset value, end of period | $ | 17.43 | $ | 20.63 | $ | 22.16 | |||||||||
Total Return(c) | (8.09 | )%** | 3.57 | % | 14.93 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 682,819 | $ | 718,390 | $ | 440,431 | |||||||||
Net expenses to average daily net assets(d)(e) | 0.00 | %(f)* | 0.00 | %(f) | 0.00 | %* | |||||||||
Net investment income to average daily net assets(b) | 3.54 | %* | 2.04 | % | 3.32 | %* | |||||||||
Portfolio turnover rate | 21 | %** | 4 | % | 1 | %** | |||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.02 | %* | 0.02 | % | 0.03 | %* | |||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.01 |
(a) Period from June 5, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses to average daily net assets were less than 0.01%.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(f) The net expense ratio does not include the effect of expense reductions.
(g) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
6
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO International Opportunities Equity Allocation Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the MSCI EAFE Index (Europe, Australasia, and Far East). The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds (which may include one or more of the GMO Emerging Markets Funds). The Fund may also invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Flexible Equities Fund, and GMO Alternative Asset Opportunity Fund.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO's website at www.gmo.com.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not
7
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliab ility of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 682,855,176 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 682,855,176 | $ | — |
8
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment
9
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 885,792,811 | $ | — | $ | (202,937,635 | ) | $ | (202,937,635 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
10
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases of the Fund shares was 0.04% of the amount invested. In the case of cash redemptions, the fee is currently 0.02% of the amount redeemed. The Fund's purchase premium or redemption fee are approximately equal to the weighted average of the purchase premiums and redemptions fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additional ly, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
11
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among designated underlying funds. The Manager does not directly charge a management fee or shareholder service fee from the Fund, but receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c) (1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees) | Indirect Shareholder Service Fees | Total Indirect Expenses | |||||||||
0.524 | % | 0.089 | % | 0.613 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $3,507 and $2,024, respectively. The compensation and expenses of the
12
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $224,151,747 and $147,127,067, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 12.61% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, less than 0.01% of the Fund's shares were held senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
13
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 6,437,809 | $ | 123,001,719 | 12,892,226 | $ | 299,095,066 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,967,377 | 54,243,653 | 3,158,687 | 72,167,816 | |||||||||||||||
Shares repurchased | (5,051,692 | ) | (99,149,126 | ) | (1,108,147 | ) | (26,437,241 | ) | |||||||||||
Purchase premiums | — | 43,070 | — | 89,316 | |||||||||||||||
Redemption fees | — | 26,182 | — | 7,438 | |||||||||||||||
Net increase (decrease) | 4,353,494 | $ | 78,165,498 | 14,942,766 | $ | 344,922,395 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Markets Fund, Class IV | $ | — | $ | 2,449,278 | $ | 1,921,371 | $ | — | $ | 299,278 | $ | — | |||||||||||||||
GMO Emerging Markets Opportunities Fund, Class IV | 52,923,870 | 10,283,374 | 50,085,676 | 212,954 | 10,070,419 | — | |||||||||||||||||||||
GMO International Growth Equity Fund, Class IV | 336,900,951 | 102,305,901 | 49,835,259 | 6,932,253 | 11,980,329 | 342,804,096 | |||||||||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 328,564,268 | 109,113,194 | 45,284,761 | 5,471,566 | 18,993,144 | 340,016,875 | |||||||||||||||||||||
Totals | $ | 718,389,089 | $ | 224,151,747 | $ | 147,127,067 | $ | 12,616,773 | $ | 41,343,170 | $ | 682,820,971 |
14
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
9. Subsequent event
Effective September 30, 2008, the Fund no longer charged a premium on cash purchases or fee on cash redemptions of the amount invested or redeemed. Effective October 21, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.04% of the amount invested or redeemed.
15
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall comp etence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears
16
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
advisory fees paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of the other funds of the Trust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
17
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
18
GMO International Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.61 | % | $ | 1,000.00 | $ | 919.10 | $ | 2.95 | |||||||||||
2) Hypothetical | 0.61 | % | $ | 1,000.00 | $ | 1,022.13 | $ | 3.11 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
19
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 96.5 | % | |||||
Short-Term Investments | 3.1 | ||||||
Futures | 0.0 | ||||||
Other | 0.4 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.0% | |||||||||||||||
Affiliated Issuers — 100.0% | |||||||||||||||
3,134,836 | GMO U.S. Core Equity Fund, Class VI | 36,897,014 | |||||||||||||
1,913,679 | GMO U.S. Quality Equity Fund, Class VI | 38,618,048 | |||||||||||||
81,891 | GMO U.S. Small/Mid Cap Growth Fund, Class III | 1,167,767 | |||||||||||||
155,464 | GMO U.S. Small/Mid Cap Value Fund, Class III | 1,178,418 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $88,006,231) | 77,861,247 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
17,519 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 17,519 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $17,519) | 17,519 | ||||||||||||||
TOTAL INVESTMENTS — 100.0% (Cost $88,023,750) | 77,878,766 | ||||||||||||||
Other Assets and Liabilities (net) — (0.0%) | (16,342 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 77,862,424 |
See accompanying notes to the financial statements.
2
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $17,519) (Note 2) | $ | 17,519 | |||||
Investments in affiliated issuers, at value (cost $88,006,231) (Notes 2 and 8) | 77,861,247 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 4,154 | ||||||
Total assets | 77,882,920 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 229 | ||||||
Accrued expenses | 20,267 | ||||||
Total liabilities | 20,496 | ||||||
Net assets | $ | 77,862,424 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 91,989,865 | |||||
Accumulated undistributed net investment income | 734,217 | ||||||
Distributions in excess of net realized gain | (4,716,674 | ) | |||||
Net unrealized depreciation | (10,144,984 | ) | |||||
$ | 77,862,424 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 77,862,424 | |||||
Shares outstanding: | |||||||
Class III | 15,669,172 | ||||||
Net asset value per share: | |||||||
Class III | $ | 4.97 |
See accompanying notes to the financial statements.
3
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 734,588 | |||||
Interest | 123 | ||||||
Total investment income | 734,711 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 5,428 | ||||||
Audit and tax fees | 15,272 | ||||||
Legal fees | 1,104 | ||||||
Trustees fees and related expenses (Note 3) | 481 | ||||||
Registration fees | 1,656 | ||||||
Miscellaneous | 644 | ||||||
Total expenses | 24,585 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (23,828 | ) | |||||
Expense reductions (Note 2) | (263 | ) | |||||
Net expenses | 494 | ||||||
Net investment income (loss) | 734,217 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (4,419,141 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 225,985 | ||||||
Net realized gain (loss) | (4,193,156 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | 2,416,388 | ||||||
Net realized and unrealized gain (loss) | (1,776,768 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (1,042,551 | ) |
See accompanying notes to the financial statements.
4
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 734,217 | $ | 2,248,159 | |||||||
Net realized gain (loss) | (4,193,156 | ) | 11,547,121 | ||||||||
Change in net unrealized appreciation (depreciation) | 2,416,388 | (18,144,547 | ) | ||||||||
Net increase (decrease) in net assets from operations | (1,042,551 | ) | (4,349,267 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (5,352,652 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (1,644,462 | ) | (11,494,628 | ) | |||||||
(1,644,462 | ) | (16,847,280 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (14,520,512 | ) | (33,069,596 | ) | |||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 3,214 | 20,815 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | (14,517,298 | ) | (33,048,781 | ) | |||||||
Total increase (decrease) in net assets | (17,204,311 | ) | (54,245,328 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 95,066,735 | 149,312,063 | |||||||||
End of period (including accumulated undistributed net investment income of $734,217 and $0, respectively) | $ | 77,862,424 | $ | 95,066,735 |
See accompanying notes to the financial statements.
5
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 5.11 | $ | 6.38 | $ | 6.56 | $ | 6.41 | $ | 6.40 | $ | 4.53 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.04 | 0.11 | 0.10 | 0.10 | 0.11 | 0.08 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.07 | ) | (0.42 | ) | 0.28 | 0.31 | 0.34 | 1.89 | |||||||||||||||||||
Total from investment operations | (0.03 | ) | (0.31 | ) | 0.38 | 0.41 | 0.45 | 1.97 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (0.32 | ) | (0.15 | ) | (0.12 | ) | (0.14 | ) | (0.02 | ) | ||||||||||||||||
From net realized gains | (0.11 | ) | (0.64 | ) | (0.41 | ) | (0.14 | ) | (0.30 | ) | (0.08 | ) | |||||||||||||||
Total distributions | (0.11 | ) | (0.96 | ) | (0.56 | ) | (0.26 | ) | (0.44 | ) | (0.10 | ) | |||||||||||||||
Net asset value, end of period | $ | 4.97 | $ | 5.11 | $ | 6.38 | $ | 6.56 | $ | 6.41 | $ | 6.40 | |||||||||||||||
Total Return(b)(c) | (0.60 | )%** | (6.43 | )% | 6.48 | % | 6.45 | % | 7.18 | % | 43.72 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 77,862 | $ | 95,067 | $ | 149,312 | $ | 173,146 | $ | 151,378 | $ | 73,342 | |||||||||||||||
Net expenses to average daily net assets(d) | 0.00 | %(e)(f)* | 0.00 | %(e)(f) | 0.04 | % | 0.01 | % | 0.00 | %(e) | 0.00 | %(e) | |||||||||||||||
Net investment income to average daily net assets(a) | 1.62 | %* | 1.78 | % | 1.63 | % | 1.52 | % | 1.75 | % | 1.43 | % | |||||||||||||||
Portfolio turnover rate | 10 | %** | 26 | % | 35 | % | 13 | % | 16 | % | 17 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.05 | %* | 0.04 | % | 0.18 | % | 0.51 | % | 0.54 | % | 0.58 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:(g)† | $ | 0.00 | $ | 0.00 | $ | 0.00 | $ | 0.00 | $ | 0.00 | $ | 0.00 |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(c) Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investments in the underlying funds (See Note 3).
(e) Net expenses were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions.
(g) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
6
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO U.S. Equity Allocation Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the Russell 3000 Index. The Fund is a fund of funds and invests primarily in shares of the GMO U.S. Equity Funds, and also may invest in shares of GMO Flexible Equities Fund (collectively, the "underlying Funds"). The Fund seeks exposure to U.S. equity securities in the Wilshire 5000 Stock Index through its investments in each of the underlying Funds.
The financial statements of the underlying funds should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO's website at www.gmo.com.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security
7
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 77,878,766 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 77,878,766 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
8
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/29/2012 | $ | (136,192 | ) | ||||
Total | $ | (136,192 | ) |
9
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 88,494,223 | $ | — | $ | (10,615,457 | ) | $ | (10,615,457 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
10
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.01% of the amount invested or redeemed. The redemption fee is only applicable to shares acquired on or after June 30, 2003. The Fund's purchase premium and redemption fee are approximately equal to the weighted average of the purchase premiums and redemption fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to t hat portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among designated underlying funds. The Manager does not directly charge an advisory fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company
11
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees) | Indirect Shareholder Service Fees | Total Indirect Expenses | |||||||||
0.321 | % | 0.057 | % | 0.378 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $481 and $276, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $9,019,378 and $24,220,527, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 61.34% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
12
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, less than 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Shares | Amount | Shares | Amount | ||||||||||||||||
Class III: | |||||||||||||||||||
Shares sold | 204,880 | $ | 1,062,341 | 1,644,319 | $ | 9,739,477 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 339,764 | 1,644,462 | 2,858,946 | 16,847,279 | |||||||||||||||
Shares repurchased | (3,472,868 | ) | (17,227,315 | ) | (9,315,683 | ) | (59,656,352 | ) | |||||||||||
Purchase premiums | — | 319 | — | 2,918 | |||||||||||||||
Redemption fees | — | 2,895 | — | 17,897 | |||||||||||||||
Net increase (decrease) | (2,928,224 | ) | $ | (14,517,298 | ) | (4,812,418 | ) | $ | (33,048,781 | ) |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO U.S. Core Equity Fund, Class VI | $ | 56,188,236 | $ | 359,970 | $ | 18,570,527 | $ | 359,970 | $ | — | $ | 36,897,014 | |||||||||||||||
GMO U.S. Quality Equity Fund, Class VI | 36,390,514 | 8,652,073 | 5,400,000 | 367,283 | 225,985 | 38,618,048 | |||||||||||||||||||||
GMO U.S. Small/Mid Cap Growth Fund, Class III | 1,229,704 | 568 | 125,000 | 568 | — | 1,167,767 | |||||||||||||||||||||
GMO U.S. Small/Mid Cap Value Fund, Class III | 1,256,760 | 6,767 | 125,000 | 6,767 | — | 1,178,418 | |||||||||||||||||||||
Totals | $ | 95,065,214 | $ | 9,019,378 | $ | 24,220,527 | $ | 734,588 | $ | 225,985 | $ | 77,861,247 |
9. Subsequent event
Effective September 30, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.02% of the amount invested or redeemed.
13
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears advisory fees paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called
14
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
"fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies o f scale to the Manager in connection with its management of the other funds of the Trust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
15
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
16
GMO U.S. Equity Allocation Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.38 | % | $ | 1,000.00 | $ | 994.00 | $ | 1.91 | |||||||||||
2) Hypothetical | 0.38 | % | $ | 1,000.00 | $ | 1,023.29 | $ | 1.94 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
17
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 95.3 | % | |||||
Short-Term Investments | 3.6 | ||||||
Preferred Stocks | 0.1 | ||||||
Forward Currency Contracts | 0.1 | ||||||
Cash and Cash Equivalents | 0.1 | ||||||
Rights and Warrants | 0.0 | ||||||
Swaps | (0.0 | ) | |||||
Futures | (0.1 | ) | |||||
Other | 0.9 | ||||||
100.0 | % | ||||||
Country/Region Summary** | % of Investments | ||||||
United States | 55.7 | % | |||||
Euro Region*** | 13.7 | ||||||
Japan | 10.1 | ||||||
United Kingdom | 9.3 | ||||||
Switzerland | 3.9 | ||||||
Canada | 2.1 | ||||||
Australia | 1.7 | ||||||
Singapore | 1.2 | ||||||
Hong Kong | 1.0 | ||||||
Denmark | 0.6 | ||||||
Sweden | 0.4 | ||||||
Norway | 0.3 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.0% | |||||||||||||||
Affiliated Issuers — 100.0% | |||||||||||||||
67,880 | GMO Alpha Only Fund, Class IV | 679,474 | |||||||||||||
10,218,104 | GMO International Growth Equity Fund, Class IV | 245,949,764 | |||||||||||||
9,610,658 | GMO International Intrinsic Value Fund, Class IV | 245,263,980 | |||||||||||||
20,797,877 | GMO U.S. Core Equity Fund, Class VI | 244,791,008 | |||||||||||||
17,935,746 | GMO U.S. Quality Equity Fund, Class VI | 361,943,350 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $1,292,291,529) | 1,098,627,576 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
30,841 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 30,841 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $30,841) | 30,841 | ||||||||||||||
TOTAL INVESTMENTS — 100.0% (Cost $1,292,322,370) | 1,098,658,417 | ||||||||||||||
Other Assets and Liabilities (net) — (0.0%) | (39,121 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 1,098,619,296 |
Notes to Schedule of Investments:
As of August 31, 2008, 39.83% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair values prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
2
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $30,841) (Note 2) | $ | 30,841 | |||||
Investments in affiliated issuers, at value (cost $1,292,291,529) (Notes 2 and 8) | 1,098,627,576 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 9,982 | ||||||
Total assets | 1,098,668,399 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 2,230 | ||||||
Accrued expenses | 46,873 | ||||||
Total liabilities | 49,103 | ||||||
Net assets | $ | 1,098,619,296 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 1,250,178,254 | |||||
Accumulated undistributed net investment income | 14,477,685 | ||||||
Accumulated net realized gain | 27,627,310 | ||||||
Net unrealized depreciation | (193,663,953 | ) | |||||
$ | 1,098,619,296 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 1,098,619,296 | |||||
Shares outstanding: | |||||||
Class III | 55,345,596 | ||||||
Net asset value per share: | |||||||
Class III | $ | 19.85 |
See accompanying notes to the financial statements.
3
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 14,474,368 | |||||
Interest | 194 | ||||||
Total investment income | 14,474,562 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 23,552 | ||||||
Audit and tax fees | 16,008 | ||||||
Legal fees | 12,328 | ||||||
Trustees fees and related expenses (Note 3) | 5,955 | ||||||
Registration fees | 644 | ||||||
Miscellaneous | 6,623 | ||||||
Total expenses | 65,110 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (56,212 | ) | |||||
Expense reductions (Note 2) | (12,021 | ) | |||||
Net expenses | (3,123 | ) | |||||
Net investment income (loss) | 14,477,685 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (13,756,259 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 41,963,597 | ||||||
Net realized gain (loss) | 28,207,338 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (93,914,380 | ) | |||||
Net realized and unrealized gain (loss) | (65,707,042 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (51,229,357 | ) |
See accompanying notes to the financial statements.
4
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 14,477,685 | $ | 16,856,249 | |||||||
Net realized gain (loss) | 28,207,338 | 117,754,564 | |||||||||
Change in net unrealized appreciation (depreciation) | (93,914,380 | ) | (134,909,725 | ) | |||||||
Net increase (decrease) in net assets from operations | (51,229,357 | ) | (298,912 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (44,014,224 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (48,651,977 | ) | (72,725,181 | ) | |||||||
(48,651,977 | ) | (116,739,405 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 254,021,894 | 159,046,461 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 104,310 | 42,292 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 254,126,204 | 159,088,753 | |||||||||
Total increase (decrease) in net assets | 154,244,870 | 42,050,436 | |||||||||
Net assets: | |||||||||||
Beginning of period | 944,374,426 | 902,323,990 | |||||||||
End of period (including accumulated undistributed net investment income of $14,477,685 and $0, respectively) | $ | 1,098,619,296 | $ | 944,374,426 |
See accompanying notes to the financial statements.
5
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006(a) | ||||||||||||||||
Net asset value, beginning of period | $ | 21.71 | $ | 24.25 | $ | 22.49 | $ | 20.00 | |||||||||||
Income (loss) from investment operations: | |||||||||||||||||||
Net investment income (loss)(b)† | 0.28 | 0.43 | 0.40 | 0.37 | |||||||||||||||
Net realized and unrealized gain (loss) | (1.23 | ) | 0.01 | (c) | 2.93 | 2.78 | |||||||||||||
Total from investment operations | (0.95 | ) | 0.44 | 3.33 | 3.15 | ||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||
From net investment income | — | (1.10 | ) | (0.73 | ) | (0.46 | ) | ||||||||||||
From net realized gains | (0.91 | ) | (1.88 | ) | (0.84 | ) | (0.20 | ) | |||||||||||
Total distributions | (0.91 | ) | (2.98 | ) | (1.57 | ) | (0.66 | ) | |||||||||||
Net asset value, end of period | $ | 19.85 | $ | 21.71 | $ | 24.25 | $ | 22.49 | |||||||||||
Total Return(d) | (4.42 | )%** | 0.72 | % | 14.94 | % | 15.90 | %** | |||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||
Net assets, end of period (000's) | $ | 1,098,619 | $ | 944,374 | $ | 902,324 | $ | 407,230 | |||||||||||
Net expenses to average daily net assets(e)(f) | 0.00 | %(g)* | 0.00 | %(g) | 0.00 | % | 0.00 | %* | |||||||||||
Net investment income to average daily net assets(b) | 2.62 | %* | 1.72 | % | 1.68 | % | 2.42 | %* | |||||||||||
Portfolio turnover rate | 11 | %** | 20 | % | 12 | % | 5 | %** | |||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.01 | % | 0.02 | % | 0.06 | %* | |||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (h) | $ | 0.00 | (h) | $ | 0.01 | $ | 0.02 |
(a) Period from June 16, 2005 (commencement of operations) through February 28, 2006.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) on investments due to the timing of purchases and redemptions of Fund shares in relation to fluctuating market values of the investments of the Fund.
(d) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(e) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(f) Net expenses to average daily net assets were less than 0.01%.
(g) The net expense ratio does not reflect the effect of expense reductions.
(h) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
6
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO World Opportunities Equity Allocation Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the MSCI World Index. The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds (which may include one or more of the GMO Emerging Markets Funds) and the GMO U.S. Equity Funds. The Fund may also invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Flexible Equities Fund, and GMO Alternative Asset Opportunity Fund.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO's website at www.gmo.com.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not
7
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 1,098,658,417 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 1,098,658,417 | $ | — |
8
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized
9
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 1,296,203,521 | $ | — | $ | (197,545,104 | ) | $ | (197,545,104 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense
10
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases of Fund shares was 0.04% of the amount invested. In the case of cash redemptions, the fee is currently 0.03% of the amount redeemed. The Fund's purchase premium and redemption fee are approximately equal to the weighted average of the purchase premiums and redemption fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waiv e the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additional ly, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced
11
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among designated underlying funds. The Manager does not directly charge a management fee or shareholder service fee, but receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees) | Indirect Shareholder Service Fees | Total Indirect Expenses | |||||||||
0.430 | % | 0.071 | % | 0.501 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008, was $5,219 and $2,944, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $381,409,766 and $119,475,160, respectively.
12
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 11.47% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, less than 0.01% of the Fund's shares were held senior management of the Manager and GMO Trust officers, and 7.42% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 10,827,842 | $ | 234,976,835 | 4,764,267 | $ | 122,806,681 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 2,432,599 | 48,651,977 | 4,778,197 | 116,284,024 | |||||||||||||||
Shares repurchased | (1,417,609 | ) | (29,606,918 | ) | (3,254,416 | ) | (80,044,244 | ) | |||||||||||
Purchase premiums | — | 94,028 | — | 10,322 | |||||||||||||||
Redemption fees | — | 10,282 | — | 31,970 | |||||||||||||||
Net increase (decrease) | 11,842,832 | $ | 254,126,204 | 6,288,048 | $ | 159,088,753 |
13
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Alpha Only Fund, Class IV | $ | — | $ | 738,869 | $ | — | $ | 6,749 | $ | 65,044 | $ | 679,474 | |||||||||||||||
GMO Emerging Markets Fund, Class VI | — | 17,730,086 | 14,090,061 | — | 2,194,706 | — | |||||||||||||||||||||
GMO Emerging Markets Opportunities Fund, Class VI | 80,556,568 | 14,281,406 | 76,112,925 | 295,748 | 13,985,658 | — | |||||||||||||||||||||
GMO International Growth Equity Fund, Class IV | 224,920,412 | 65,370,947 | 8,059,640 | 5,355,524 | 9,255,424 | 245,949,764 | |||||||||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 221,378,801 | 72,822,420 | 8,126,598 | 4,224,983 | 14,665,950 | 245,263,980 | |||||||||||||||||||||
GMO U.S. Core Equity Fund, Class VI | 224,789,300 | 35,454,775 | 10,680,000 | 2,054,775 | — | 244,791,008 | |||||||||||||||||||||
GMO U.S. Quality Equity Fund, Class VI | 192,718,528 | 175,011,263 | 2,405,936 | 2,536,589 | 1,796,815 | 361,943,350 | |||||||||||||||||||||
Totals | $ | 944,363,609 | $ | 381,409,766 | $ | 119,475,160 | $ | 14,474,368 | $ | 41,963,597 | $ | 1,098,627,576 |
9. Subsequent event
Effective September 30, 2008, the Fund no longer charged a premium on cash purchases or fee on cash redemptions of the amount invested or redeemed. Effective October 21, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.04% of the amount invested or redeemed.
14
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees co nsidered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall comp etence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears
15
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
advisory fees paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of the other funds of the Trust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
16
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
17
GMO World Opportunities Equity Allocation Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.50 | % | $ | 1,000.00 | $ | 955.80 | $ | 2.46 | |||||||||||
2) Hypothetical | 0.50 | % | $ | 1,000.00 | $ | 1,022.68 | $ | 2.55 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
18
GMO Alpha Only Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Alpha Only Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 87.2 | % | |||||
Cash and Cash Equivalents | 84.4 | ||||||
Short-Term Investments | 7.8 | ||||||
Forward Currency Contracts | 0.2 | ||||||
Preferred Stocks | 0.1 | ||||||
Rights and Warrants | 0.0 | ||||||
Futures | (38.6 | ) | |||||
Swaps | (45.8 | ) | |||||
Other | 4.7 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds"). Swaps and futures concentrations assume the notional value of the respective contracts.
1
GMO Alpha Only Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 91.6% | |||||||||||||||
United States — 91.6% | |||||||||||||||
Affiliated Issuers | |||||||||||||||
30,909,253 | GMO International Growth Equity Fund, Class IV | 743,985,719 | |||||||||||||
29,310,034 | GMO International Intrinsic Value Fund, Class IV | 747,992,059 | |||||||||||||
56,640,321 | GMO U.S. Core Equity Fund, Class VI | 666,656,582 | |||||||||||||
50,296,087 | GMO U.S. Quality Equity Fund, Class VI | 1,014,975,038 | |||||||||||||
3,173,609,398 | |||||||||||||||
TOTAL MUTUAL FUNDS (COST $3,535,657,795) | 3,173,609,398 | ||||||||||||||
SHORT-TERM INVESTMENTS — 4.5% | |||||||||||||||
138,000,000 | HBOS Treasury Services Time Deposit, 2.05%, due 09/02/08 | 138,000,000 | |||||||||||||
15,800,000 | Societe Generale Time Deposit, 2.35%, due 09/02/08 | 15,800,000 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $153,800,000) | 153,800,000 | ||||||||||||||
TOTAL INVESTMENTS — 96.1% (Cost $3,689,457,795) | 3,327,409,398 | ||||||||||||||
Other Assets and Liabilities (net) — 3.9% | 136,520,829 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 3,463,930,227 |
See accompanying notes to the financial statements.
2
GMO Alpha Only Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
11/21/08 | EUR | 7,291,000 | $ | 10,651,315 | $ | 33,432 | |||||||||||||
11/21/08 | JPY | 219,990,000 | 2,030,659 | 19,910 | |||||||||||||||
11/21/08 | JPY | 1,471,856,000 | 13,586,246 | 114,003 | |||||||||||||||
$ | 26,268,220 | $ | 167,345 | ||||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | AUD | 20,206,641 | $ | 17,186,563 | $ | 250,354 | |||||||||||||
11/21/08 | AUD | 20,206,641 | 17,186,563 | 248,333 | |||||||||||||||
11/21/08 | AUD | 20,818,963 | 17,707,368 | 198,773 | |||||||||||||||
11/21/08 | CHF | 20,738,504 | 18,848,388 | 37,763 | |||||||||||||||
11/21/08 | CHF | 20,738,504 | 18,848,388 | 43,475 | |||||||||||||||
11/21/08 | CHF | 21,366,944 | 19,419,551 | 43,640 | |||||||||||||||
11/21/08 | DKK | 12,891,147 | 2,524,605 | 3,814 | |||||||||||||||
11/21/08 | DKK | 12,511,996 | 2,450,352 | 3,077 | |||||||||||||||
11/21/08 | DKK | 12,511,996 | 2,450,352 | 4,676 | |||||||||||||||
11/21/08 | EUR | 27,441,895 | 40,089,462 | 122,876 | |||||||||||||||
11/21/08 | EUR | 27,441,895 | 40,089,462 | 34,842 | |||||||||||||||
11/21/08 | EUR | 27,441,895 | 40,089,462 | 58,030 | |||||||||||||||
11/21/08 | EUR | 27,441,895 | 40,089,462 | 82,179 | |||||||||||||||
11/21/08 | EUR | 27,441,895 | 40,089,462 | 62,421 | |||||||||||||||
11/21/08 | EUR | 27,441,895 | 40,089,462 | 40,824 | |||||||||||||||
11/21/08 | EUR | 27,441,895 | 40,089,462 | 79,435 | |||||||||||||||
11/21/08 | GBP | 13,272,310 | 24,054,350 | 563,175 | |||||||||||||||
11/21/08 | GBP | 13,272,310 | 24,054,350 | 555,433 | |||||||||||||||
11/21/08 | GBP | 13,272,310 | 24,054,350 | 548,080 | |||||||||||||||
11/21/08 | GBP | 13,272,310 | 24,054,350 | 553,442 | |||||||||||||||
11/21/08 | GBP | 13,272,310 | 24,054,350 | 534,197 | |||||||||||||||
11/21/08 | GBP | 13,272,310 | 24,054,350 | 551,584 | |||||||||||||||
11/21/08 | GBP | 13,272,310 | 24,054,350 | 541,696 | |||||||||||||||
11/21/08 | HKD | 45,794,741 | 5,876,491 | (4,611 | ) | ||||||||||||||
11/21/08 | HKD | 45,794,741 | 5,876,491 | (4,813 | ) | ||||||||||||||
11/21/08 | HKD | 47,182,460 | 6,054,566 | (5,533 | ) |
See accompanying notes to the financial statements.
3
GMO Alpha Only Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Currency Contracts — continued
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
11/21/08 | JPY | 2,814,481,167 | $ | 25,979,603 | $ | (317,591 | ) | ||||||||||||
11/21/08 | JPY | 2,814,481,167 | 25,979,601 | (320,164 | ) | ||||||||||||||
11/21/08 | JPY | 2,814,481,167 | 25,979,602 | (310,101 | ) | ||||||||||||||
11/21/08 | JPY | 2,814,481,167 | 25,979,602 | (294,640 | ) | ||||||||||||||
11/21/08 | JPY | 2,814,481,167 | 25,979,602 | (319,931 | ) | ||||||||||||||
11/21/08 | JPY | 2,814,481,167 | 25,979,602 | (328,536 | ) | ||||||||||||||
11/21/08 | JPY | 2,814,481,167 | 25,979,602 | (316,560 | ) | ||||||||||||||
11/21/08 | NOK | 14,598,069 | 2,670,746 | 5,295 | |||||||||||||||
11/21/08 | NOK | 15,040,435 | 2,751,677 | (1,653 | ) | ||||||||||||||
11/21/08 | NOK | 14,598,069 | 2,670,745 | 2,135 | |||||||||||||||
11/21/08 | NZD | 1,055,868 | 730,472 | 9,338 | |||||||||||||||
11/21/08 | SEK | 38,360,416 | 5,917,953 | 78,954 | |||||||||||||||
11/21/08 | SEK | 39,522,853 | 6,097,285 | 84,879 | |||||||||||||||
11/21/08 | SEK | 38,360,416 | 5,917,954 | 77,358 | |||||||||||||||
11/21/08 | SGD | 4,600,249 | 3,257,231 | 10,595 | |||||||||||||||
11/21/08 | SGD | 4,600,249 | 3,257,231 | 10,558 | |||||||||||||||
11/21/08 | SGD | 4,739,650 | 3,355,934 | 8,980 | |||||||||||||||
$ | 801,920,804 | $ | 3,226,078 |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Sales | |||||||||||||||||||
1,606 | CAC 40 | September 2008 | $ | 105,670,291 | $ | 488,935 | |||||||||||||
371 | DAX | September 2008 | 87,580,739 | 4,651,406 | |||||||||||||||
1,330 | E-Mini MSCI EAFE | September 2008 | 120,032,500 | (2,044,210 | ) | ||||||||||||||
2,050 | FTSE 100 | September 2008 | 211,075,549 | 5,584,431 | |||||||||||||||
155 | Hang Seng | September 2008 | 21,111,268 | (449,532 | ) | ||||||||||||||
228 | IBEX 35 | September 2008 | 39,223,665 | 629,970 | |||||||||||||||
1,597 | OMXS 30 | September 2008 | 21,544,782 | 477,653 | |||||||||||||||
6,544 | S&P 500 E-Mini | September 2008 | 419,666,720 | (7,882,979 | ) | ||||||||||||||
171 | S&P/MIB | September 2008 | 36,166,032 | 2,166,192 | |||||||||||||||
571 | SPI 200 | September 2008 | 63,054,856 | 2,045,889 | |||||||||||||||
1,801 | TOPIX | September 2008 | 207,779,049 | 19,752,231 | |||||||||||||||
$ | 1,332,905,451 | $ | 25,419,986 |
See accompanying notes to the financial statements.
4
GMO Alpha Only Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Swap Agreements
Total Return Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
404,814,582 | USD | 8/7/2009 | JPMorgan Chase | Custom Low Quality Equity Basket | 3 month LIBOR -0.75% | $ | (8,652,870 | ) | |||||||||||||||||||
419,141,113 | USD | 8/10/2009 | Citi Group | Custom Low Quality Equity Basket | 3 month LIBOR -0.56% | (8,804,096 | ) | ||||||||||||||||||||
183,000,002 | USD | 8/7/2009 | BNP Paribas | AMEX Index | 3 month LIBOR -0.35% | 1,158,647 | |||||||||||||||||||||
579,691,074 | USD | 6/16/2009 | Deutsche Bank | MSCI EAFE Equity Index | 1 month LIBOR -0.15% | (4,182,947 | ) | ||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | (20,481,266 | ) |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
5
GMO Alpha Only Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
LIBOR - London Interbank Offered Rate
As of August 31, 2008, 38.35% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair value prices based on models used by a third party vendor (Note 2).
Currency Abbreviations:
AUD - Australian Dollar
CHF - Swiss Franc
DKK - Danish Krone
EUR - Euro
GBP - British Pound
HKD - Hong Kong Dollar
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
SGD - Singapore Dollar
USD - United States Dollar
See accompanying notes to the financial statements.
6
GMO Alpha Only Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $153,800,000) (Note 2) | $ | 153,800,000 | |||||
Investments in affiliated issuers, at value (cost $3,535,657,795) (Notes 2 and 8) | 3,173,609,398 | ||||||
Cash | 45,414 | ||||||
Receivable for Fund shares sold | 6,000,000 | ||||||
Interest receivable | 26,669 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 5,617,556 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 141,871,000 | ||||||
Receivable for collateral open swap contracts (Note 2) | 13,726,156 | ||||||
Receivable for open swap contracts (Note 2) | 1,158,647 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 1,293,600 | ||||||
Total assets | 3,497,148,440 | ||||||
Liabilities: | |||||||
Payable for Fund shares repurchased | 4,100,000 | ||||||
Payable for open swap contracts | 21,639,913 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 1,469,517 | ||||||
Shareholder service fee | 305,244 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 5,087 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 2,224,133 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 3,330,341 | ||||||
Accrued expenses | 143,978 | ||||||
Total liabilities | 33,218,213 | ||||||
Net assets | $ | 3,463,930,227 |
See accompanying notes to the financial statements.
7
GMO Alpha Only Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 3,614,798,228 | |||||
Accumulated undistributed net investment income | 1,427,750 | ||||||
Accumulated net realized gain | 201,420,507 | ||||||
Net unrealized depreciation | (353,716,258 | ) | |||||
$ | 3,463,930,227 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 267,357,498 | |||||
Class IV shares | $ | 3,196,572,729 | |||||
Shares outstanding: | |||||||
Class III | 26,717,646 | ||||||
Class IV | 319,482,736 | ||||||
Net asset value per share: | |||||||
Class III | $ | 10.01 | |||||
Class IV | $ | 10.01 |
See accompanying notes to the financial statements.
8
GMO Alpha Only Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 32,898,310 | |||||
Interest | 2,299,293 | ||||||
Total investment income | 35,197,603 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 7,251,050 | ||||||
Shareholder service fee – Class III (Note 3) | 147,766 | ||||||
Shareholder service fee – Class IV (Note 3) | 1,351,700 | ||||||
Custodian and fund accounting agent fees | 128,984 | ||||||
Transfer agent fees | 21,160 | ||||||
Audit and tax fees | 34,408 | ||||||
Legal fees | 35,420 | ||||||
Trustees fees and related expenses (Note 3) | 14,477 | ||||||
Registration fees | 3,220 | ||||||
Miscellaneous | 16,467 | ||||||
Total expenses | 9,004,652 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (227,516 | ) | |||||
Expense reductions (Note 2) | (2,881 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (5,890,487 | ) | |||||
Shareholder service fee waived (Note 3) | (946,690 | ) | |||||
Net expenses | 1,937,078 | ||||||
Net investment income (loss) | 33,260,525 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (70,825,179 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 87,407,437 | ||||||
Closed futures contracts | 109,346,272 | ||||||
Closed swap contracts | 136,003,859 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 15,063,053 | ||||||
Net realized gain (loss) | 276,995,442 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (158,854,792 | ) | |||||
Open futures contracts | (71,779,498 | ) | |||||
Open swap contracts | (82,530,533 | ) | |||||
Foreign currency, forward contracts and foreign currency related transactions | 24,681,560 | ||||||
Net unrealized gain (loss) | (288,483,263 | ) | |||||
Net realized and unrealized gain (loss) | (11,487,821 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | 21,772,704 |
See accompanying notes to the financial statements.
9
GMO Alpha Only Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 33,260,525 | $ | 37,393,719 | |||||||
Net realized gain (loss) | 276,995,442 | 269,696,616 | |||||||||
Change in net unrealized appreciation (depreciation) | (288,483,263 | ) | (146,534,773 | ) | |||||||
Net increase (decrease) in net assets from operations | 21,772,704 | 160,555,562 | |||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (1,790,364 | ) | (3,121,593 | ) | |||||||
Class IV | (25,800,055 | ) | (37,623,319 | ) | |||||||
Total distributions from net investment income | (27,590,419 | ) | (40,744,912 | ) | |||||||
Net realized gains | |||||||||||
Class III | (17,412,547 | ) | — | ||||||||
Class IV | (248,665,164 | ) | — | ||||||||
Total distributions from net realized gains | (266,077,711 | ) | — | ||||||||
(293,668,130 | ) | (40,744,912 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 108,837,206 | (140,995 | ) | ||||||||
Class IV | 892,448,770 | 752,392,494 | |||||||||
Increase (decrease) in net assets resulting from net share transactions | 1,001,285,976 | 752,251,499 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 72,922 | 148,551 | |||||||||
Class IV | 430,233 | 1,407,214 | |||||||||
Increase in net assets resulting from purchase premiums and redemption fees | 503,155 | 1,555,765 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 1,001,789,131 | 753,807,264 | |||||||||
Total increase (decrease) in net assets | 729,893,705 | 873,617,914 | |||||||||
Net assets: | |||||||||||
Beginning of period | 2,734,036,522 | 1,860,418,608 | |||||||||
End of period (including accumulated undistributed net investment income of $1,427,750 and distributions in excess of net investment income of $4,242,356, respectively) | $ | 3,463,930,227 | $ | 2,734,036,522 |
See accompanying notes to the financial statements.
10
GMO Alpha Only Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net assets value, beginning of period | $ | 11.11 | $ | 10.42 | $ | 10.36 | $ | 10.26 | $ | 9.99 | $ | 9.63 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.12 | 0.21 | 0.17 | 0.16 | 0.19 | 0.17 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.04 | ) | 0.70 | 0.10 | 0.31 | 0.08 | 0.19 | ||||||||||||||||||||
Total from investment operations | 0.08 | 0.91 | 0.27 | 0.47 | 0.27 | 0.36 | |||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.11 | ) | (0.22 | ) | (0.21 | ) | (0.37 | ) | — | — | |||||||||||||||||
From net realized gains | (1.07 | ) | — | — | — | — | — | ||||||||||||||||||||
Total distributions | (1.18 | ) | (0.22 | ) | (0.21 | ) | (0.37 | ) | — | — | |||||||||||||||||
Net asset value, end of period | $ | 10.01 | $ | 11.11 | $ | 10.42 | $ | 10.36 | $ | 10.26 | $ | 9.99 | |||||||||||||||
Total Return(b) | 0.68 | %** | 8.74 | % | 2.64 | % | 4.63 | % | 2.70 | % | 3.74 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 267,357 | $ | 176,067 | $ | 166,626 | $ | 1,460,161 | $ | 179,488 | $ | 74,841 | |||||||||||||||
Net expenses to average daily net assets(c) | 0.18 | %(d)* | 0.16 | %(d) | 0.15 | % | 0.10 | % | 0.18 | % | 0.26 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 2.16 | %* | 1.91 | % | 1.66 | % | 1.52 | % | 1.94 | % | 1.72 | % | |||||||||||||||
Portfolio turnover rate | 15 | %** | 44 | % | 22 | % | 40 | % | 19 | % | 11 | % | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.49 | %* | 0.51 | % | 0.53 | % | 0.59 | % | 0.62 | % | 0.72 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (e) | $ | 0.01 | $ | 0.01 | $ | 0.02 | $ | 0.01 | $ | 0.01 |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(d) The net expense ratio does not include the effect of expense reductions.
(e) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
11
GMO Alpha Only Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class IV share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 11.11 | $ | 10.41 | $ | 10.37 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)(b)† | 0.12 | 0.21 | 0.20 | ||||||||||||
Net realized and unrealized gain (loss) | (0.04 | ) | 0.71 | 0.06 | |||||||||||
Total from investment operations | 0.08 | 0.92 | 0.26 | ||||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.11 | ) | (0.22 | ) | (0.22 | ) | |||||||||
From net realized gains | (1.07 | ) | — | — | |||||||||||
Total distributions | (1.18 | ) | (0.22 | ) | (0.22 | ) | |||||||||
Net asset value, end of period | $ | 10.01 | $ | 11.11 | $ | 10.41 | |||||||||
Total Return(c) | 0.68 | %** | 8.90 | % | 2.54 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 3,196,573 | $ | 2,557,970 | $ | 1,693,793 | |||||||||
Net expenses to average daily net assets(d) | 0.13 | %(e)* | 0.11 | %(e) | 0.10 | %* | |||||||||
Net investment income to average daily net assets(b) | 2.30 | %* | 1.96 | % | 1.93 | %* | |||||||||
Portfolio turnover rate | 15 | %** | 44 | % | 22 | %†† | |||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.49 | %* | 0.51 | % | 0.53 | %* | |||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (f) | $ | 0.01 | $ | 0.00 | (f) |
(a) Period from March 2, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) The net expense ratio does not include the effect of expense reductions.
(f) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the year ended February 28, 2007.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
12
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Alpha Only Fund (the "Fund"), is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks to outperform the Citigroup 3 Month Treasury Bill Index. The Fund invests primarily in shares of the GMO U.S. Equity Funds and the GMO International Equity Funds (which may include one or more of the GMO Emerging Markets Funds). The Fund also may invest in shares of GMO Emerging Country Debt Fund ("ECDF") and GMO Flexible Equities Fund. In addition, the Fund may invest directly in securities of the type in which the underlying funds invest. The Fund invests in sub-asset classes that it expects to outperform the relevant broader asset class and implements its strategy with either direct or indirect investments in a combination of U.S., foreign, and emerging country equities and emerging country debt. The Fund seeks to hedge some or all of the expected return (and foreign currency exposure) of the broader asset class. To the extent that the Fund's hedges are effective, the performance of the Fund's portfolio is expe cted to have a low correlation to the performance of the broader global asset classes in which the Fund directly or indirectly invests. Instead, the Fund is expected to produce returns more like a short-term fixed income fund, with variation in return (alpha) resulting from aggregate outperformance or underperformance of the underlying funds and/or securities as well as the sub-asset classes in which the Fund invests relative to the relevant broader asset classes.
Throughout the period ended August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class IV. Each class of shares bears a different level of shareholder service fees.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect) or by visiting GMO's website at www.gmo.com.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures
13
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
14
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 3,327,409,398 | $ | 35,796,707 | |||||||
Level 2 - Other Significant Observable Inputs | — | 6,776,203 | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 3,327,409,398 | $ | 42,572,910 |
* Other financial instruments include forward currency contracts, futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (10,376,721 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (23,864,046 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (34,240,767 | ) |
** Other financial instruments include forward currency contracts, futures contracts and swap agreements.
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency
15
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or loss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the
16
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. The Fund had no open written option contracts during the period.
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. T he Fund had no purchased option contracts outstanding at the end of the period.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
17
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
18
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 3,694,850,550 | $ | 4,499,889 | $ | (371,941,041 | ) | $ | (367,441,152 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations. In addition, the Fund also incurs fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
Brown Brothers Harriman & Co. ("BBH") serves as custodian and fund accounting agent of the Fund. State Street Bank and Trust Company ("State Street") serves as transfer agent of the Fund. BBH and State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the
19
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Fund maintains with each agent. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.06% of the amount invested or redeemed. The redemption fee is only applicable to shares acquired on or after June 30, 2003. The Fund's purchase premium and redemption fee are approximately equal to the weighted average of the purchase premiums and redemption fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008 and the estimated transaction costs of investing directly in securities. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e. changes in the percentage of Fund assets allocated to each underlying fund and direct investments). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the pu rchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additional ly, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
20
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.50% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares and 0.10% for Class IV shares. The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.10% for Class IV shares; provided, however, that the amount of this waiver will not exceed the respective Class' shareholder service fee.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes) (c ollectively, "Excluded Fund Fees and Expenses"). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 30, 2009 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Fund Fees and Expenses) and (b) the amount of fees and expenses incurred indirectly by the Fund through its investment in underlying funds (excluding these Funds' Excluded Fund Fees and Expenses) exceeds 0.50% of the Fund's average daily net assets, subject to a maximum total reimbursement to the Fund equal to 0.50% of the Fund's average daily net assets.
21
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees) | Indirect Shareholder Service Fees | Total Indirect Expenses | |||||||||
0.417 | % | 0.065 | % | 0.482 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $13,005 and $7,359, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $1,421,220,200 and $381,175,938, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 80.20% of the outstanding shares of the Fund were held by three shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Two of the shareholders are other funds of the Trust. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.57% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 99.24% of the Fund's shares were held by accounts for which the Manager has investment discretion.
22
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 9,915,891 | $ | 99,953,264 | 7,060,158 | $ | 77,385,165 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,825,499 | 18,364,519 | 219,377 | 2,393,411 | |||||||||||||||
Shares repurchased | (870,003 | ) | (9,480,577 | ) | (7,426,248 | ) | (79,919,571 | ) | |||||||||||
Purchase premiums | — | 65,012 | — | 77,245 | |||||||||||||||
Redemption fees | — | 7,910 | — | 71,306 | |||||||||||||||
Net increase (decrease) | 10,871,387 | $ | 108,910,128 | (146,713 | ) | $ | 7,556 | ||||||||||||
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 65,058,001 | $ | 652,186,013 | 111,659,135 | $ | 1,226,989,475 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 27,282,825 | 274,465,219 | 3,451,680 | 37,623,319 | |||||||||||||||
Shares repurchased | (3,165,353 | ) | (34,202,462 | ) | (47,448,673 | ) | (512,220,300 | ) | |||||||||||
Purchase premiums | — | 404,094 | — | 1,070,665 | |||||||||||||||
Redemption fees | — | 26,139 | — | 336,549 | |||||||||||||||
Net increase (decrease) | 89,175,473 | $ | 892,879,003 | 67,662,142 | $ | 753,799,708 |
23
GMO Alpha Only Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Markets Fund, Class VI | $ | 257,477,237 | $ | 67,225,875 | $ | 281,175,938 | $ | — | $ | 24,225,874 | $ | — | |||||||||||||||
GMO International Growth Equity Fund, Class IV | 580,969,085 | 253,287,439 | — | 13,453,657 | 23,250,628 | 743,985,719 | |||||||||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 580,446,151 | 269,053,001 | — | 10,698,991 | 37,138,814 | 747,992,059 | |||||||||||||||||||||
GMO U.S. Core Equity Fund, Class VI | 612,178,641 | 159,898,262 | 100,000,000 | 4,951,360 | — | 666,656,582 | |||||||||||||||||||||
GMO U.S. Quality Equity Fund, Class VI | 332,173,994 | 671,755,623 | — | 3,794,302 | 2,792,121 | 1,014,975,038 | |||||||||||||||||||||
Totals | $ | 2,363,245,108 | $ | 1,421,220,200 | $ | 381,175,938 | $ | 32,898,310 | $ | 87,407,437 | $ | 3,173,609,398 |
9. Subsequent event
Effective September 30, 2008, the Fund no longer charged a premium on cash purchases or fee on cash redemptions of the amount invested or redeemed.
24
GMO Alpha Only Fund
(A Series of GMO Trust)
Board Review of Investments Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees observed that the usefulness of the comparative data provided by the third-party data services was limited because the peer groups they used for the Fund included funds with investment programs that were substantially different from that of the Fund. As a result, the Trustees gave more weight to t he Fund's performance relative to its benchmark than to some of the additional comparative data. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
25
GMO Alpha Only Fund
(A Series of GMO Trust)
Board Review of Investments Management Agreement — (Continued)
August 31, 2008 (Unaudited)
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees con sidered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most o ther expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the
26
GMO Alpha Only Fund
(A Series of GMO Trust)
Board Review of Investments Management Agreement — (Continued)
August 31, 2008 (Unaudited)
scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
27
GMO Alpha Only Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table for each class below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table for each class below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.66 | % | $ | 1,000.00 | $ | 1,006.80 | $ | 3.34 | |||||||||||
2) Hypothetical | 0.66 | % | $ | 1,000.00 | $ | 1,021.88 | $ | 3.36 | |||||||||||
Class IV | |||||||||||||||||||
1) Actual | 0.61 | % | $ | 1,000.00 | $ | 1,006.80 | $ | 3.09 | |||||||||||
2) Hypothetical | 0.61 | % | $ | 1,000.00 | $ | 1,022.13 | $ | 3.11 |
* Expenses are calculated using each Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
28
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 95.5 | % | |||||
Short-Term Investments | 5.1 | ||||||
Options Purchased | 1.2 | ||||||
Swaps | 0.5 | ||||||
Loan Participations | 0.2 | ||||||
Loan Assignments | 0.1 | ||||||
Futures | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Reverse Repurchase Agreements | (0.3 | ) | |||||
Written Options | (0.5 | ) | |||||
Forward Currency Contracts | (0.8 | ) | |||||
Other | (1.0 | ) | |||||
100.0 | % | ||||||
Country / Region Summary** | % of Investments | ||||||
United States | 93.0 | % | |||||
Euro Region*** | 10.1 | ||||||
Switzerland | 6.8 | ||||||
Emerging | 2.8 | ||||||
Canada | 0.5 | ||||||
Sweden | (0.1 | ) | |||||
Japan | (1.5 | ) | |||||
Australia | (3.8 | ) | |||||
United Kingdom | (7.8 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds.
The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value ($) / Principal Amount | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 30.5% | |||||||||||||||
Corporate Debt — 11.5% | |||||||||||||||
13,850,000 | JP Morgan & Co., Inc., Series A, MTN, Variable Rate, CPI + 4.00%, 3.57%, due 02/15/12 | 14,946,920 | |||||||||||||
U.S. Government — 19.0% | |||||||||||||||
4,698,630 | U.S. Treasury Inflation Indexed Bond, 1.75%, due 01/15/28 (a) | 4,389,548 | |||||||||||||
4,395,463 | U.S. Treasury Inflation Indexed Bond, 3.63%, due 04/15/28 (a) | 5,402,298 | |||||||||||||
14,892,670 | U.S. Treasury Inflation Indexed Note, 1.63%, due 01/15/15 (a) (b) | 15,078,829 | |||||||||||||
Total U.S. Government | 24,870,675 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $40,377,700) | 39,817,595 | ||||||||||||||
OPTIONS PURCHASED — 0.2% | |||||||||||||||
Currency Options — 0.2% | |||||||||||||||
JPY | 758,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 152,904 | ||||||||||||
JPY | 750,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 151,282 | ||||||||||||
304,186 | |||||||||||||||
TOTAL OPTIONS PURCHASED (COST $460,078) | 304,186 |
See accompanying notes to the financial statements.
2
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 69.1% | |||||||||||||||
Affiliated Issuers — 69.1% | |||||||||||||||
472,648 | GMO Emerging Country Debt Fund, Class III | 4,509,058 | |||||||||||||
2,522,998 | GMO Short-Duration Collateral Fund | 59,340,916 | |||||||||||||
28,918 | GMO Special Purpose Holding Fund (c) (d) | 21,110 | |||||||||||||
1,004,496 | GMO World Opportunity Overlay Fund | 26,558,868 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $91,873,823) | 90,429,952 | ||||||||||||||
SHORT-TERM INVESTMENTS — 1.0% | |||||||||||||||
Money Market Funds — 1.0% | |||||||||||||||
1,238,337 | State Street Institutional Liquid Cash Reserves Fund-Institutional Class | 1,238,337 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $1,238,337) | 1,238,337 | ||||||||||||||
TOTAL INVESTMENTS — 100.8% (Cost $133,949,938) | 131,790,070 | ||||||||||||||
Other Assets and Liabilities (net) — (0.8%) | (1,004,976 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 130,785,094 |
See accompanying notes to the financial statements.
3
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
9/09/08 | AUD | 7,100,000 | $ | 6,091,535 | $ | (688,965 | ) | ||||||||||||
9/16/08 | CAD | 1,600,000 | 1,506,564 | (24,244 | ) | ||||||||||||||
10/07/08 | CHF | 1,500,000 | 1,362,761 | (16,561 | ) | ||||||||||||||
10/07/08 | CHF | 1,500,000 | 1,362,761 | (801 | ) | ||||||||||||||
10/21/08 | EUR | 8,400,000 | 12,291,699 | (617,169 | ) | ||||||||||||||
10/21/08 | EUR | 1,600,000 | 2,341,276 | (30,468 | ) | ||||||||||||||
9/23/08 | GBP | 2,100,000 | 3,822,149 | (365,251 | ) | ||||||||||||||
10/28/08 | JPY | 200,000,000 | 1,843,525 | 13,163 | |||||||||||||||
10/14/08 | NZD | 2,400,000 | 1,669,278 | (40,722 | ) | ||||||||||||||
$ | 32,291,548 | $ | (1,771,018 | ) | |||||||||||||||
Sales | |||||||||||||||||||
9/09/08 | AUD | 500,000 | $ | 428,981 | $ | 54,319 | |||||||||||||
9/09/08 | AUD | 6,900,000 | 5,919,943 | 43,669 | |||||||||||||||
9/09/08 | AUD | 1,800,000 | 1,544,333 | 17,329 | |||||||||||||||
9/16/08 | CAD | 6,300,000 | 5,932,095 | 305,467 | |||||||||||||||
9/16/08 | CAD | 2,100,000 | 1,977,365 | 32,588 | |||||||||||||||
10/07/08 | CHF | 800,000 | 726,806 | 41,686 | |||||||||||||||
9/23/08 | GBP | 1,100,000 | 2,002,078 | 105,663 | |||||||||||||||
9/23/08 | GBP | 1,600,000 | 2,912,114 | 57,766 | |||||||||||||||
10/28/08 | JPY | 1,264,800,000 | 11,658,453 | (16,332 | ) | ||||||||||||||
10/28/08 | JPY | 120,000,000 | 1,106,115 | 2,809 | |||||||||||||||
9/02/08 | NOK | 372,330 | 68,661 | 461 | |||||||||||||||
$ | 34,276,944 | $ | 645,425 |
See accompanying notes to the financial statements.
4
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Cross Currency Contracts
Settlement Date | Deliver/Units of Currency | Receive/In Exchange For | Net Unrealized Appreciation (Depreciation) | ||||||||||||||||||||
9/02/08 | EUR | 3,800,000 | NOK | 30,468,330 | $ | 43,823 | |||||||||||||||||
9/30/08 | EUR | 8,500,000 | SEK | 79,999,098 | (72,414 | ) | |||||||||||||||||
11/04/08 | EUR | 3,800,000 | NOK | 30,180,360 | (25,129 | ) | |||||||||||||||||
9/02/08 | NOK | 30,096,000 | EUR | 3,800,000 | 24,838 | ||||||||||||||||||
$ | (28,882 | ) |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
3 | Canadian Government Bond 10 Yr. | December 2008 | $ | 337,521 | $ | 37 | |||||||||||||
36 | Euro BOBL | September 2008 | 5,713,925 | 34,801 | |||||||||||||||
76 | Euro Bund | September 2008 | 12,728,361 | 149,014 | |||||||||||||||
28 | U.S. Long Bond (CBT) | December 2008 | 3,284,750 | (17,365 | ) | ||||||||||||||
27 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | 3,022,312 | (236 | ) | ||||||||||||||
$ | 25,086,869 | $ | 166,251 | ||||||||||||||||
Sales | |||||||||||||||||||
39 | Australian Government Bond 10 Yr. | September 2008 | $ | 3,419,595 | $ | (45,943 | ) | ||||||||||||
43 | Australian Government Bond 3 Yr. | September 2008 | 3,728,124 | (18,164 | ) | ||||||||||||||
2 | Japanese Government Bond 10 Yr. (TSE) | September 2008 | 2,542,982 | (8,028 | ) | ||||||||||||||
11 | U.S. Treasury Note 10 Yr. | December 2008 | 1,270,500 | 2,803 | |||||||||||||||
27 | U.S. Treasury Note 2 Yr. (CBT) | December 2008 | 5,731,594 | (1,347 | ) | ||||||||||||||
79 | UK Gilt Long Bond | December 2008 | 16,118,496 | (38,651 | ) | ||||||||||||||
$ | 32,811,291 | $ | (109,330 | ) |
See accompanying notes to the financial statements.
5
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options
A summary of open written option contracts for the Fund at August 31, 2008 is as follows:
Currency Options
Principal Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||||||
JPY | 758,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | $ | (72,998 | ) | $ | (29,441 | ) | ||||||||||||||||||
JPY | 750,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | (68,118 | ) | (29,122 | ) | ||||||||||||||||||||
$ | (141,116 | ) | $ | (58,563 | ) |
Swap Agreements
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
2,000,000 | SEK | 9/17/2013 | JP Morgan Chase Bank | Receive | 4.40 | % | 3 month | ||||||||||||||||||||||||
SEK STIBOR | $ | (8,145 | ) | ||||||||||||||||||||||||||||
6,800,000 | CHF | 9/17/2013 | Deutsche Bank AG | Receive | 2.90 | % | 6 month CHF LIBOR | (62,090 | ) | ||||||||||||||||||||||
9,900,000 | CHF | 9/17/2013 | JP Morgan Chase Bank | Receive | 2.90 | % | 6 month CHF LIBOR | (90,396 | ) | ||||||||||||||||||||||
1,400,000 | AUD | 3/19/2018 | JP Morgan Chase Bank | Receive | 7.07 | % | 6 month AUD BBSW | 252,132 | |||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 131,808 | $ | 91,501 |
Total Return Swaps
Notional Amount | Expiration Date | Counterparty | Pay | Receive | Market Value | ||||||||||||||||||||||
92,472,136 | USD | 11/14/2008 | Barclays | 2.32% to | Barclays | ||||||||||||||||||||||
Bank PLC | maturity | TIPS Index | |||||||||||||||||||||||||
Total Return | $ | 373,266 | |||||||||||||||||||||||||
Premiums to (Pay) Receive | $ | — | $ | 373,266 |
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
6
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
BBSW - Bank Bill Swap Reference Rate
CPI - Consumer Price Index
LIBOR - London Interbank Offered Rate
MTN - Medium Term Note
STIBOR - Stockholm Interbank Offered Rate
TIPS - Treasury Inflation Protected Securities
Variable rate - The rates shown on variable rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security.
(a) Indexed security in which price and/or coupon is linked to the prices of a specific instrument or financial statistic (Note 2).
(b) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
(c) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(d) Underlying investment represents interests in defaulted securities.
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
USD - United States Dollar
See accompanying notes to the financial statements.
7
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $42,076,115) (Note 2) | $ | 41,360,118 | |||||
Investments in affiliated issuers, at value (cost $91,873,823) (Notes 2 and 8) | 90,429,952 | ||||||
Interest receivable | 141,766 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 743,581 | ||||||
Receivable for variation margin on open futures contracts (Note 2) | 293,506 | ||||||
Receivable for open swap contracts (Note 2) | 625,398 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 14,358 | ||||||
Total assets | 133,608,679 | ||||||
Liabilities: | |||||||
Written options outstanding, at value (premiums $141,116) (Note 2) | 58,563 | ||||||
Payable to broker for closed futures contracts | 325,504 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 27,976 | ||||||
Shareholder service fee | 11,070 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 287 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 1,898,056 | ||||||
Interest payable for open swap contracts | 222,277 | ||||||
Payable for open swap contracts (Note 2) | 160,631 | ||||||
Accrued expenses | 119,221 | ||||||
Total liabilities | 2,823,585 | ||||||
Net assets | $ | 130,785,094 |
See accompanying notes to the financial statements.
8
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited) — (Continued)
Net assets consist of: | |||||||
Paid-in capital | $ | 416,184,378 | |||||
Distributions in excess of net investment income | (132,203,141 | ) | |||||
Accumulated net realized loss | (150,631,775 | ) | |||||
Net unrealized depreciation | (2,564,368 | ) | |||||
$ | 130,785,094 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 60,471,122 | |||||
Class VI shares | $ | 70,313,972 | |||||
Shares outstanding: | |||||||
Class III | 2,669,874 | ||||||
Class VI | 3,103,552 | ||||||
Net asset value per share: | |||||||
Class III | $ | 22.65 | |||||
Class VI | $ | 22.66 |
See accompanying notes to the financial statements.
9
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Interest | $ | 1,875,653 | |||||
Dividends from affiliated issuers (Note 8) | 421,629 | ||||||
Dividends | 38,509 | ||||||
Total investment income | 2,335,791 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 173,936 | ||||||
Shareholder service fee – Class III (Note 3) | 49,780 | ||||||
Shareholder service fee – Class VI (Note 3) | 20,013 | ||||||
Custodian, fund accounting agent and transfer agent fees | 44,988 | ||||||
Audit and tax fees | 32,568 | ||||||
Legal fees | 4,416 | ||||||
Trustees fees and related expenses (Note 3) | 2,806 | ||||||
Registration fees | 1,748 | ||||||
Miscellaneous | 1,474 | ||||||
Total expenses | 331,729 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (82,156 | ) | |||||
Expense reductions (Note 2) | (3,411 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (10,072 | ) | |||||
Shareholder service fee waived (Note 3) | (3,550 | ) | |||||
Net expenses | 232,540 | ||||||
Net investment income (loss) | 2,103,251 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | 548,873 | ||||||
Investments in affiliated issuers | (1,440,274 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 163,196 | ||||||
Closed futures contracts | 1,197,675 | ||||||
Closed swap contracts | 3,284,770 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (1,001,452 | ) | |||||
Net realized gain (loss) | 2,752,788 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (2,266,084 | ) | |||||
Investments in affiliated issuers | 246,584 | ||||||
Open futures contracts | 500,328 | ||||||
Open swap contracts | (3,825,028 | ) | |||||
Written options | 82,553 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 515,879 | ||||||
Net unrealized gain (loss) | (4,745,768 | ) | |||||
Net realized and unrealized gain (loss) | (1,992,980 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | 110,271 |
See accompanying notes to the financial statements.
10
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 2,103,251 | $ | 150,978,933 | |||||||
Net realized gain (loss) | 2,752,788 | (10,341,661 | ) | ||||||||
Change in net unrealized appreciation (depreciation) | (4,745,768 | ) | (30,465,632 | ) | |||||||
Net increase (decrease) in net assets from operations | 110,271 | 110,171,640 | |||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (4,824,310 | ) | (26,975,972 | ) | |||||||
Class IV | — | (14,948,171 | ) | ||||||||
Class VI | (3,176,389 | ) | (347,623,757 | ) | |||||||
Total distributions from net investment income | (8,000,699 | ) | (389,547,900 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (643,125 | ) | ||||||||
Class IV | — | (654,425 | ) | ||||||||
Class VI | — | (7,445,282 | ) | ||||||||
Total distributions from net realized gains | — | (8,742,832 | ) | ||||||||
(8,000,699 | ) | (398,290,732 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (72,352,664 | ) | (103,779,537 | ) | |||||||
Class IV | — | (83,542,832 | ) | ||||||||
Class VI | (16,823,611 | ) | (1,526,536,264 | ) | |||||||
Increase (decrease) in net assets resulting from net share transactions | (89,176,275 | ) | (1,713,858,633 | ) | |||||||
Total increase (decrease) in net assets | (97,066,703 | ) | (2,001,977,725 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 227,851,797 | 2,229,829,522 | |||||||||
End of period (including distributions in excess of net investment income of $132,203,141 and $126,305,693, respectively) | $ | 130,785,094 | $ | 227,851,797 |
See accompanying notes to the financial statements.
11
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 23.52 | $ | 25.47 | $ | 24.96 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)(b)† | 0.33 | 1.13 | 0.75 | ||||||||||||
Net realized and unrealized gain (loss) | (0.37 | ) | (0.21 | ) | 0.68 | ||||||||||
Total from investment operations | (0.04 | ) | 0.92 | 1.43 | |||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.83 | ) | (2.81 | ) | (0.87 | ) | |||||||||
From net realized gains | — | (0.06 | ) | (0.05 | ) | ||||||||||
Total distributions | (0.83 | ) | (2.87 | ) | (0.92 | ) | |||||||||
Net asset value, end of period | $ | 22.65 | $ | 23.52 | $ | 25.47 | |||||||||
Total Return(c) | (0.21 | )%** | 3.95 | % | 5.79 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 60,471 | $ | 137,492 | $ | 260,205 | |||||||||
Net operating expenses to average daily net assets(d) | 0.39 | %(e)* | 0.37 | %(e) | 0.39 | %* | |||||||||
Interest expense to average daily net assets | — | 0.07 | % | — | |||||||||||
Total net expenses to average daily net assets | 0.39 | %(e)* | 0.44 | %(e) | 0.39 | %* | |||||||||
Net investment income to average daily net assets(b) | 2.91 | %* | 4.51 | % | 4.37 | %* | |||||||||
Portfolio turnover rate | 9 | %** | 131 | % | 37 | %†† | |||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.14 | %* | 0.06 | % | 0.06 | %* |
(a) Period from June 29, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(d) Net expenses exclude expenses incurred indirectly through investment in underlying funds (See Note 3).
(e) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
†† Calculation represents portfolio turnover of the Fund for the period from May 31, 2006 (commencement of operations) through February 28, 2007.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
12
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class VI share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||
(Unaudited) | 2008 | 2007(a) | |||||||||||||
Net asset value, beginning of period | $ | 23.51 | $ | 25.48 | $ | 25.00 | |||||||||
Income (loss) from investment operations: | |||||||||||||||
Net investment income (loss)(b)† | 0.36 | 1.38 | 0.83 | ||||||||||||
Net realized and unrealized gain (loss) | (0.38 | ) | (0.45 | ) | 0.60 | ||||||||||
Total from investment operations | (0.02 | ) | 0.93 | 1.43 | |||||||||||
Less distributions to shareholders: | |||||||||||||||
From net investment income | (0.83 | ) | (2.84 | ) | (0.90 | ) | |||||||||
From net realized gains | — | (0.06 | ) | (0.05 | ) | ||||||||||
Total distributions | (0.83 | ) | (2.90 | ) | (0.95 | ) | |||||||||
Net asset value, end of period | $ | 22.66 | $ | 23.51 | $ | 25.48 | |||||||||
Total Return(c) | (0.12 | )%** | 4.00 | % | 5.75 | %** | |||||||||
Ratios/Supplemental Data: | |||||||||||||||
Net assets, end of period (000's) | $ | 70,314 | $ | 90,360 | $ | 1,874,841 | |||||||||
Net operating expenses to average daily net assets(d) | 0.29 | %(e)* | 0.29 | %(e) | 0.29 | %* | |||||||||
Interest expense to average daily net assets | — | 0.07 | % | — | |||||||||||
Total net expenses to average daily net assets | 0.29 | %(e)* | 0.36 | %(e) | 0.29 | %* | |||||||||
Net investment income to average daily net assets(b) | 3.12 | %* | 5.48 | % | 4.33 | %* | |||||||||
Portfolio turnover rate | 9 | %** | 131 | % | 37 | %** | |||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.14 | %* | 0.06 | % | 0.06 | %* |
(a) Period from May 31, 2006 (commencement of operations) through February 28, 2007.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(d) Net expenses exclude expenses incurred indirectly through investment in underlying funds (See Note 3).
(e) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
13
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Inflation Indexed Plus Bond Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of the Lehman Brothers U.S. Treasury Inflation Notes Index. The Fund primarily makes investments that are indexed or otherwise "linked" to general measures of inflation in the country of issue. The Fund seeks additional returns by seeking to exploit differences in global interest rates and currency and emerging country debt markets. The Fund may invest a substantial portion of its assets in shares of GMO Short-Duration Collateral Fund; in inflation indexed bonds issued by the U.S. and foreign governments and their agencies or instrumentalities (including securities neither guaranteed nor insured by the U.S. government), including Inflation-Protected Securities issued by the U.S. Treasury (TIPS), and inflation indexed bonds issued by corporations; in shares of GMO World Opportunity Overlay Fund; in futures contracts, swap contracts, currency forwards, currency options and other types of derivatives; up to 5% of the Fund's total assets in sovereign debt of emerging countries (including below investment grade securities (also known as "junk bonds")), primarily through investment in shares of GMO Emerging Country Debt Fund; and in non-inflation indexed (or nominal) fixed income securities issued by the U.S. and foreign governments and their agencies or instrumentalities (including securities neither guaranteed nor insured by the U.S. Government) and by corporations (to gain direct exposure to such securities and/or for use as part of a synthetic position).
As of August 31, 2008, the Fund had two classes of shares outstanding: Class III and Class VI. Each class of shares bears a different level of shareholder service fees.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). Shares of GMO Short-Duration Collateral Fund, GMO Special Purpose Holding Fund and GMO World Opportunity Overlay Fund are not publicly available.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in
14
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 11.43% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset backed-securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the
15
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
period ended August 31, 2008, the Fund received $65,489 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 4,509,058 | $ | 186,655 | |||||||
Level 2 - Other Significant Observable Inputs | 127,259,902 | 1,368,979 | |||||||||
Level 3 - Significant Unobservable Inputs | 21,110 | — | |||||||||
Total | $ | 131,790,070 | $ | 1,555,634 |
* Other financial instruments include forward currency contracts, futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (129,734 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (2,117,250 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (2,246,984 | ) |
** Other financial instruments include foreign currency, forward currency contracts, futures contracts, swap agreements and written options.
16
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 36,437 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 50,020 | — | |||||||||
Realized gain distributions paid | (65,489 | ) | — | ||||||||
Change in unrealized appreciation/depreciation | 142 | — | |||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 21,110 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable movements in currency values and the risk that the counterparty will be unable or unwilling to meet the
17
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
18
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
For the period ended August 31, 2008, the Fund's investment activity in written options contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | — | $ | — | — | $ | — | ||||||||||||
Options written | — | — | JPY | (1,508,000,000 | ) | (141,116 | ) | ||||||||||||
Options exercised | — | — | — | — | |||||||||||||||
Options expired | — | — | — | — | |||||||||||||||
Options sold | — | — | — | — | |||||||||||||||
Outstanding, end of period | $ | — | $ | — | JPY | (1,508,000,000 | ) | $ | (141,116 | ) |
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Loan agreements
The Fund may invest in loans to corporate, governmental, or other borrowers. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. When investing in a loan participation, (i) the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation in the loan agreement and only upon receipt by the lender of payments from the borrower and (ii) the Fund generally has no right to enforce compliance by the borrower of the terms of the loan agreement. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that has sold the participation in the loan
19
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. The Fund had no loan agreements outstanding at the end of the period.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. Indexed securities held by the Fund at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segre gate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the
20
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is
21
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund has adopted a tax year-end of December 31. Unless otherwise indicated, all applicable tax disclosures reflect tax adjusted balances as of December 31, 2007. The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of December 31, 2007, the Fund elected to defer to January 1, 2008 post-October capital and currency losses of $11,560,236 and $27,059,368, respectively.
As of December 31, 2007, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
12/31/2015 | $ | (33,561,953 | ) | ||||
Total | $ | (33,561,953 | ) |
22
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 139,701,321 | $ | 781,630 | $ | (8,692,881 | ) | $ | (7,911,251 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. Investment income, common expenses and realized and unrealized gains and losses are allocated pro rata among the classes of shares of the Fund based on the relative net assets of each class. Shareholder service fees, which are directly attributable to a class of shares, are charged to that class's operations. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
23
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issues accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets of each class at the annual rate of 0.15% for Class III shares and 0.055% for Class VI shares. The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by a class of shares of the Fund exceeds 0.15% for Class III shares and 0.055% for Class VI shares; provided, however, that the amount of this waiver will not exceed the respective Class' shareholder service fee.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.25% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to th e definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 30, 2009 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Expenses) and
24
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
(b) the amount of fees and expenses incurred indirectly by the Fund through its investment in ECDF (excluding ECDF's Exluded Expenses), exceeds 0.25% of the Fund's average daily net assets, subject to a maximum total reimbursement to the Fund equal to 0.25% of the Fund's average daily net assets.
The Fund incurs fees and expenses indirectly as a shareholder in underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.016 | % | 0.005 | % | 0.011 | % | 0.032 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $2,714 and $460, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations and class exchanges, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | 2,324,635 | $ | 15,762,741 | |||||||
Investments (non-U.S. Government securities) | 9,979,415 | 84,325,000 |
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
25
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
6. Principal shareholders and related parties
As of August 31, 2008, 95.10% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.17% of the Fund's shares were held by senior management of the Manager and GMO Trust officers.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 3,103 | $ | 70,984 | 7,753,239 | $ | 195,318,795 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 208,927 | 4,759,352 | 1,015,942 | 24,078,255 | |||||||||||||||
Shares repurchased | (3,388,161 | ) | (77,183,000 | ) | (13,137,888 | ) | (323,176,587 | ) | |||||||||||
Net increase (decrease) | (3,176,131 | ) | $ | (72,352,664 | ) | (4,368,707 | ) | $ | (103,779,537 | ) | |||||||||
Six Months Ended August 31, 2008 (Unaudited) | Period Ended February 13, 2008* | ||||||||||||||||||
Class IV: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 7,496,338 | $ | 190,386,804 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | — | — | 637,724 | 15,178,849 | |||||||||||||||
Shares repurchased | — | — | (11,854,634 | ) | (289,108,485 | ) | |||||||||||||
Net increase (decrease) | — | $ | — | (3,720,572 | ) | $ | (83,542,832 | ) |
26
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class VI: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 81,536,209 | $ | 2,064,407,172 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 139,498 | 3,176,389 | 14,977,254 | 355,069,039 | |||||||||||||||
Shares repurchased | (879,127 | ) | (20,000,000 | ) | (166,263,657 | ) | (3,946,012,475 | ) | |||||||||||
Net increase (decrease) | (739,629 | ) | $ | (16,823,611 | ) | (69,750,194 | ) | $ | (1,526,536,264 | ) |
* Effective February 13, 2008, all shareholders redeemed or exchanged out of Class IV.
8. Investments in affiliated issuers
A summary of the Fund's transactions in the securities of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class III | $ | 6,756,250 | $ | 122,582 | $ | 2,100,000 | $ | 24,875 | $ | 97,707 | $ | 4,509,058 | |||||||||||||||
GMO Short-Duration Collateral Fund | 114,960,626 | 7,496,754 | 61,500,000 | 396,754 | — | 59,340,916 | |||||||||||||||||||||
GMO Special Purpose Holding Fund | 36,437 | — | — | — | 65,489 | 21,110 | |||||||||||||||||||||
GMO World Opportunity Overlay Fund | 44,675,992 | 1,900,000 | 20,725,000 | — | — | 26,558,868 | |||||||||||||||||||||
Totals | $ | 166,429,305 | $ | 9,519,336 | $ | 84,325,000 | $ | 421,629 | $ | 163,196 | $ | 90,429,952 |
9. Subsequent event
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.67% of the amount redeemed. Effective October 9, 2008, the fee on cash redemptions was changed to 0.91% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
27
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of
28
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements an d possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that certain underlying funds do not charge any advisory fees, and that with respect to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place wit h the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most other expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management
29
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
30
GMO Inflation Indexed Plus Bond Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.42 | % | $ | 1,000.00 | $ | 997.90 | $ | 2.12 | |||||||||||
2) Hypothetical | 0.42 | % | $ | 1,000.00 | $ | 1,023.09 | $ | 2.14 | |||||||||||
Class VI | |||||||||||||||||||
1) Actual | 0.32 | % | $ | 1,000.00 | $ | 998.80 | $ | 1.61 | |||||||||||
2) Hypothetical | 0.32 | % | $ | 1,000.00 | $ | 1,023.59 | $ | 1.63 |
* Expenses are calculated using each Class's annualized expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
31
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO International Bond Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO International Bond Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Debt Obligations | 97.8 | % | |||||
Short-Term Investments | 6.5 | ||||||
Options Purchased | 1.2 | ||||||
Futures | 1.0 | ||||||
Swaps | 0.3 | ||||||
Loan Participations | 0.2 | ||||||
Loan Assignments | 0.1 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Reverse Repurchase Agreements | (0.3 | ) | |||||
Written Options | (0.5 | ) | |||||
Forward Currency Contracts | (4.1 | ) | |||||
Other | (2.2 | ) | |||||
100.0 | % | ||||||
Country / Region Summary** | % of Investments | ||||||
Euro Region*** | 45.3 | % | |||||
Japan | 28.8 | ||||||
United States | 18.2 | ||||||
Switzerland | 7.3 | ||||||
Emerging | 2.7 | ||||||
Canada | 2.3 | ||||||
Sweden | 0.6 | ||||||
United Kingdom | (1.8 | ) | |||||
Australia | (3.4 | ) | |||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
1
GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Par Value / Principal Amount | Description | Value ($) | |||||||||||||
DEBT OBLIGATIONS — 2.5% | |||||||||||||||
Australia — 0.1% | |||||||||||||||
Asset-Backed Securities | |||||||||||||||
USD | 409,787 | Medallion Trust, Series 03-1G, Class A, Variable Rate, 3 mo. LIBOR + .19%, 2.99%, due 12/21/33 | 383,229 | ||||||||||||
Canada — 0.5% | |||||||||||||||
Foreign Government Obligations | |||||||||||||||
CAD | 2,000,000 | Province of British Columbia, 7.88%, due 11/30/23 | 2,525,485 | ||||||||||||
United States — 1.9% | |||||||||||||||
U.S. Government | |||||||||||||||
USD | 4,000,000 | U.S. Treasury Note, 3.13%, due 09/15/08 (a) | 4,001,875 | ||||||||||||
USD | 5,000,000 | U.S. Treasury Note, 2.38%, due 08/31/10 | 5,001,563 | ||||||||||||
Total United States | 9,003,438 | ||||||||||||||
TOTAL DEBT OBLIGATIONS (COST $10,951,653) | 11,912,152 | ||||||||||||||
OPTIONS PURCHASED — 0.3% | |||||||||||||||
Currency Options — 0.3% | |||||||||||||||
JPY | 2,867,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 578,331 | ||||||||||||
JPY | 2,834,000,000 | JPY Call/USD Put, Expires 07/21/09, Strike 100.50 | 571,646 | ||||||||||||
Total Currency Options | 1,149,977 | ||||||||||||||
TOTAL OPTIONS PURCHASED (COST $1,739,335) | 1,149,977 |
See accompanying notes to the financial statements.
2
GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 101.0% | |||||||||||||||
United States — 101.0% | |||||||||||||||
Affiliated Issuers | |||||||||||||||
1,605,435 | GMO Emerging Country Debt Fund, Class III | 15,315,849 | |||||||||||||
15,411,425 | GMO Short-Duration Collateral Fund | 362,476,708 | |||||||||||||
37,466 | GMO Special Purpose Holding Fund (b) (c) | 27,350 | |||||||||||||
3,672,485 | GMO World Opportunity Overlay Fund | 97,100,515 | |||||||||||||
Total United States | 474,920,422 | ||||||||||||||
TOTAL MUTUAL FUNDS (COST $497,954,525) | 474,920,422 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.3% | |||||||||||||||
Money Market Funds — 0.3% | |||||||||||||||
1,259,518 | State Street Institutional Liquid Cash Reserves Fund - Institutional Class | 1,259,518 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $1,259,518) | 1,259,518 | ||||||||||||||
TOTAL INVESTMENTS — 104.1% (Cost $511,905,031) | 489,242,069 | ||||||||||||||
Other Assets and Liabilities (net) — (4.1%) | (19,222,948 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 470,019,121 |
See accompanying notes to the financial statements.
3
GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Forward Currency Contracts
Settlement Date | Deliver/Receive | Units of Currency | Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
9/09/08 | AUD | 29,400,000 | $ | 25,224,103 | $ | (2,852,897 | ) | ||||||||||||
9/16/08 | CAD | 3,900,000 | 3,672,249 | (59,094 | ) | ||||||||||||||
10/07/08 | CHF | 6,400,000 | 5,814,449 | (70,663 | ) | ||||||||||||||
10/07/08 | CHF | 5,300,000 | 4,815,090 | (2,829 | ) | ||||||||||||||
10/21/08 | EUR | 187,400,000 | 274,221,951 | (13,768,747 | ) | ||||||||||||||
10/21/08 | EUR | 6,200,000 | 9,072,444 | (118,064 | ) | ||||||||||||||
9/23/08 | GBP | 27,800,000 | 50,597,976 | (4,835,224 | ) | ||||||||||||||
10/28/08 | JPY | 16,296,200,000 | 150,212,276 | 210,435 | |||||||||||||||
10/28/08 | JPY | 620,000,000 | 5,714,928 | 40,806 | |||||||||||||||
10/14/08 | NZD | 9,500,000 | 6,607,558 | (161,192 | ) | ||||||||||||||
$ | 535,953,024 | $ | (21,617,469 | ) | |||||||||||||||
Sales | |||||||||||||||||||
9/09/08 | AUD | 1,900,000 | $ | 1,630,129 | $ | 206,411 | |||||||||||||
9/09/08 | AUD | 25,300,000 | 21,706,456 | 160,122 | |||||||||||||||
9/09/08 | AUD | 5,600,000 | 4,804,591 | 53,913 | |||||||||||||||
9/16/08 | CAD | 13,700,000 | 12,899,953 | 664,269 | |||||||||||||||
9/16/08 | CAD | 7,200,000 | 6,779,537 | 146,103 | |||||||||||||||
10/07/08 | CHF | 2,900,000 | 2,634,672 | 151,111 | |||||||||||||||
9/23/08 | GBP | 3,800,000 | 6,916,270 | 387,178 | |||||||||||||||
9/23/08 | GBP | 5,200,000 | 9,464,370 | 191,310 | |||||||||||||||
10/28/08 | JPY | 850,000,000 | 7,834,982 | 19,897 | |||||||||||||||
9/02/08 | NOK | 1,367,335 | 252,148 | 1,695 | |||||||||||||||
$ | 74,923,108 | $ | 1,982,009 |
See accompanying notes to the financial statements.
4
GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Forward Cross Currency Contracts
Settlement Date | Deliver/Units of Currency | Receive/In Exchange For | Net Unrealized Appreciation (Depreciation) | ||||||||||||
9/02/08 | EUR | 14,200,000 | NOK | 113,831,335 | $ | 159,331 | |||||||||
9/30/08 | EUR | 34,400,000 | SEK | 323,996,417 | (256,644 | ) | |||||||||
9/02/08 | NOK | 112,464,000 | EUR | 14,200,000 | 92,817 | ||||||||||
11/04/08 | EUR | 14,200,000 | NOK | 112,779,240 | (93,903 | ) | |||||||||
$ | (98,399 | ) |
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
83 | Canadian Government Bond 10 Yr. | December 2008 | $ | 9,338,086 | $ | 1,239 | |||||||||||||
540 | Euro BOBL | September 2008 | 85,708,875 | 657,341 | |||||||||||||||
1,069 | Euro Bund | September 2008 | 179,034,440 | 2,496,768 | |||||||||||||||
1,800 | Federal Fund 30 day | September 2008 | 734,946,291 | (2,709 | ) | ||||||||||||||
134 | Japanese Government Bond 10 Yr. (TSE) | September 2008 | 170,379,784 | 1,994,762 | |||||||||||||||
101 | U.S. Long Bond (CBT) | December 2008 | 11,848,563 | (62,638 | ) | ||||||||||||||
98 | U.S. Treasury Note 5 Yr. (CBT) | December 2008 | 10,969,875 | (856 | ) | ||||||||||||||
$ | 1,202,225,914 | $ | 5,083,907 | ||||||||||||||||
Sales | |||||||||||||||||||
159 | Australian Government Bond 10 Yr. | September 2008 | $ | 13,941,424 | $ | (206,950 | ) | ||||||||||||
144 | Australian Government Bond 3 Yr. | September 2008 | 12,484,881 | (60,248 | ) | ||||||||||||||
31 | U.S. Treasury Note 10 Yr. | December 2008 | 3,580,500 | 7,899 | |||||||||||||||
210 | U.S. Treasury Note 2 Yr. (CBT) | December 2008 | 44,579,062 | (10,473 | ) | ||||||||||||||
43 | UK Gilt Long Bond | December 2008 | 8,773,359 | (21,038 | ) | ||||||||||||||
$ | 83,359,226 | $ | (290,810 | ) |
See accompanying notes to the financial statements.
5
GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Written Options
A summary of open written option contracts for the Fund at August 31, 2008 is as follows:
Currency Options
Principal Amount | Expiration Date | Description | Premiums | Market Value | |||||||||||||||||||
JPY | 2,867,000,000 | 01/21/2009 | JPY Call/USD Put Currency | ||||||||||||||||||||
Option, Strike 95.00 | $ | (276,101 | ) | $ | (111,355 | ) | |||||||||||||||||
JPY | 2,834,000,000 | 01/21/2009 | JPY Call/USD Put Currency Option, Strike 95.00 | (257,396 | ) | (110,044 | ) | ||||||||||||||||
$(533,497) | $(221,399) |
Swap Agreements
Interest Rate Swaps
Notional Amount | Expiration Date | Counterparty | Receive (Pay) | Fixed Rate | Variable Rate | Market Value | |||||||||||||||||||||||||
37,500,000 | SEK | 9/17/2013 | JP Morgan Chase Bank | Receive | 4.40 | % | 3 month | ||||||||||||||||||||||||
SEK STIBOR | $ | (152,717 | ) | ||||||||||||||||||||||||||||
34,700,000 | CHF | 9/17/2013 | Deutsche Bank AG | Receive | 2.90 | % | 6 month CHF LIBOR | (316,841 | ) | ||||||||||||||||||||||
29,200,000 | CHF | 9/17/2013 | JP Morgan Chase Bank | Receive | 2.90 | % | 6 month CHF LIBOR | (266,621 | ) | ||||||||||||||||||||||
8,300,000 | AUD | 3/19/2018 | JP Morgan Chase Bank | Receive | 7.07 | % | 6 month AUD BBSW | 224,948 | |||||||||||||||||||||||
5,000,000 | EUR | 3/21/2030 | UBS Warburg | Receive | 5.90 | % | 3 month Floating Rate EUR LIBOR | 1,138,255 | |||||||||||||||||||||||
Premiums to (Pay) Receive | $ | 894,725 | $ | 627,024 |
As of August 31, 2008, for the futures and/or swap contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
See accompanying notes to the financial statements.
6
GMO International Bond Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
BBSW - Bank Bill Swap Reference Rate
LIBOR - London Interbank Offered Rate
STIBOR - Stockholm Interbank Offered Rate
Variable rate - The rates shown on variable rate notes are the current interest rates at August 31, 2008, which are subject to change based on the terms of the security.
(a) All or a portion of this security has been segregated to cover margin requirements on open financial futures contracts and/or collateral on open swap contracts (Note 2).
(b) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust (Note 2).
(c) Underlying investment represents interests in defaulted securities.
Currency Abbreviations:
AUD - Australian Dollar
CAD - Canadian Dollar
CHF - Swiss Franc
EUR - Euro
GBP - British Pound
JPY - Japanese Yen
NOK - Norwegian Krone
NZD - New Zealand Dollar
SEK - Swedish Krona
USD - United States Dollar
See accompanying notes to the financial statements.
7
GMO International Bond Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $13,950,506) (Note 2) | $ | 14,321,647 | |||||
Investments in affiliated issuers, at value (cost $497,954,525) (Notes 2 and 8) | 474,920,422 | ||||||
Foreign currency, at value (cost $43,125) (Note 2) | 49,618 | ||||||
Receivable for investments sold | 5,048,853 | ||||||
Interest receivable | 176,563 | ||||||
Unrealized appreciation on open forward currency contracts (Note 2) | 2,485,398 | ||||||
Interest receivable for open swap contracts | 55,620 | ||||||
Receivable for open swap contracts (Note 2) | 1,363,203 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 29,566 | ||||||
Other expense reimbursement from Manager (Note 2) | 830,768 | ||||||
Total assets | 499,281,658 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 4,998,312 | ||||||
Written options outstanding, at value (premiums $533,497) (Note 2) | 221,399 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 101,660 | ||||||
Shareholder service fee | 60,996 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 994 | ||||||
Unrealized depreciation on open forward currency contracts (Note 2) | 22,219,257 | ||||||
Payable for open swap contracts (Note 2) | 736,179 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 5,152 | ||||||
Accrued expenses | 918,588 | ||||||
Total liabilities | 29,262,537 | ||||||
Net assets | $ | 470,019,121 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 552,552,253 | |||||
Distributions in excess of net investment income | (35,600,726 | ) | |||||
Accumulated net realized loss | (11,176,255 | ) | |||||
Net unrealized depreciation | (35,756,151 | ) | |||||
$ | 470,019,121 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 470,019,121 | |||||
Shares outstanding: | |||||||
Class III | 56,573,129 | ||||||
Net asset value per share: | |||||||
Class III | $ | 8.31 |
See accompanying notes to the financial statements.
8
GMO International Bond Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 2,536,658 | |||||
Interest | 153,863 | ||||||
Dividends | 22,924 | ||||||
Total investment income | 2,713,445 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 634,842 | ||||||
Shareholder service fee – Class III (Note 3) | 380,905 | ||||||
Custodian, fund accounting agent and transfer agent fees | 94,760 | ||||||
Audit and tax fees | 32,568 | ||||||
Legal fees | 6,992 | ||||||
Trustees fees and related expenses (Note 3) | 2,607 | ||||||
Registration fees | 1,656 | ||||||
Miscellaneous | 3,129 | ||||||
Total expenses | 1,157,459 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (136,436 | ) | |||||
Indirectly incurred fees waived or borne by Manager (Note 3) | (33,372 | ) | |||||
Shareholder service fee waived (Note 3) | (11,761 | ) | |||||
Net expenses | 975,890 | ||||||
Net investment income (loss) | 1,737,555 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in unaffiliated issuers | 706,950 | ||||||
Investments in affiliated issuers | (6,342,803 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 416,726 | ||||||
Closed futures contracts | (2,236,532 | ) | |||||
Closed swap contracts | 1,157,706 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | 18,796,789 | ||||||
Net realized gain (loss) | 12,498,836 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in unaffiliated issuers | (1,582,324 | ) | |||||
Investments in affiliated issuers | 1,183,177 | ||||||
Open futures contracts | (1,996,487 | ) | |||||
Open swap contracts | 14,654 | ||||||
Written options | 312,098 | ||||||
Foreign currency, forward contracts and foreign currency related transactions | (41,068,721 | ) | |||||
Net unrealized gain (loss) | (43,137,603 | ) | |||||
Net realized and unrealized gain (loss) | (30,638,767 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (28,901,212 | ) |
See accompanying notes to the financial statements.
9
GMO International Bond Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 1,737,555 | $ | 21,814,702 | |||||||
Net realized gain (loss) | 12,498,836 | 12,166,724 | |||||||||
Change in net unrealized appreciation (depreciation) | (43,137,603 | ) | 4,962,721 | ||||||||
Net increase (decrease) in net assets from operations | (28,901,212 | ) | 38,944,147 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (37,537,522 | ) | (48,502,819 | ) | |||||||
Net share transactions (Note 7): | |||||||||||
Class III | 21,887,356 | 74,650,906 | |||||||||
Total increase (decrease) in net assets | (44,551,378 | ) | 65,092,234 | ||||||||
Net assets: | |||||||||||
Beginning of period | 514,570,499 | 449,478,265 | |||||||||
End of period (including distributions in excess of net investment income of $35,600,726 and accumulated undistributed net investment income of $199,241, respectively) | $ | 470,019,121 | $ | 514,570,499 |
See accompanying notes to the financial statements.
10
GMO International Bond Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 9.51 | $ | 9.73 | $ | 9.57 | $ | 10.61 | $ | 10.38 | $ | 9.94 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.03 | 0.41 | 0.41 | 0.21 | 0.17 | 0.20 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.52 | ) | 0.31 | 0.38 | (0.93 | ) | 1.02 | 1.94 | |||||||||||||||||||
Total from investment operations | (0.49 | ) | 0.72 | 0.79 | (0.72 | ) | 1.19 | 2.14 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.71 | ) | (0.94 | ) | (0.54 | ) | (0.31 | ) | (0.91 | ) | (0.71 | ) | |||||||||||||||
From net realized gains | — | — | (0.09 | ) | (0.01 | ) | (0.05 | ) | (0.99 | ) | |||||||||||||||||
Total distributions | (0.71 | ) | (0.94 | ) | (0.63 | ) | (0.32 | ) | (0.96 | ) | (1.70 | ) | |||||||||||||||
Net asset value, end of period | $ | 8.31 | $ | 9.51 | $ | 9.73 | $ | 9.57 | $ | 10.61 | $ | 10.38 | |||||||||||||||
Total Return(b) | (5.70 | )%** | 8.09 | % | 8.32 | % | (6.83 | )% | 11.81 | % | 23.17 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 470,019 | $ | 514,570 | $ | 449,478 | $ | 422,528 | $ | 438,365 | $ | 271,015 | |||||||||||||||
Net expenses to average daily net assets(c) | 0.38 | %* | 0.38 | %(d) | 0.39 | % | 0.39 | % | 0.39 | % | 0.39 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 0.68 | %* | 4.26 | % | 4.17 | % | 2.13 | % | 1.65 | % | 1.98 | % | |||||||||||||||
Portfolio turnover rate | 22 | %** | 51 | % | 32 | % | 36 | % | 51 | % | 26 | % | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.07 | %* | 0.07 | % | 0.26 | %†† | 0.08 | % | 0.09 | % | 0.12 | % |
(a) Net investment income is affected by the timing of the declaration of the dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(c) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(d) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
†† Includes 0.19% non-recurring Internal Revenue Code Section 860 expense reimbursed by the Manager (Note 2).
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
11
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO International Bond Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return in excess of that of the JPMorgan Non-U.S. Government Bond Index. The Fund typically invests in bonds included in the JPMorgan Non-U.S. Government Bond Index and in securities and instruments with similar characteristics. The Fund seeks additional returns by seeking to exploit differences in global interest rates and currency and emerging country debt markets. The Fund may invest a substantial portion of its total assets in shares of GMO Short-Duration Collateral Fund; in futures contracts, currency options, currency forwards, swap contracts, and other types of derivatives; in investment-grade bonds denominated in various currencies, including foreign and U.S. government securities and asset-backed securities issued by foreign governments and U.S. government a gencies (including securities neither guaranteed nor insured by the U.S. government), corporate bonds, and mortgage-backed and other asset-backed securities issued by private issuers; in shares of GMO World Opportunity Overlay Fund; and up to 5% of the Fund's total assets in sovereign debt of emerging countries (including below investment grade securities (also known as "junk bonds")), primarily through investment in shares of GMO Emerging Country Debt Fund ("ECDF").
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, upon request, without charge by calling (617) 346-7646 (collect). Shares of the GMO Short-Duration Collateral Fund, the GMO World Opportunity Overlay Fund and the GMO Special Purpose Holding Fund are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
12
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 36.39% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset- backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
GMO Special Purpose Holding Fund ("SPHF"), an investment of the Fund, has litigation pending against various entities related to the default of certain asset-backed securities previously held by SPHF. For the period ended August 31, 2008, the Fund received $84,846 through SPHF in conjunction with settlement agreements related to the default of those securities.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it
13
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 24,319,287 | $ | 5,207,627 | |||||||
Level 2 - Other Significant Observable Inputs | 464,895,432 | 3,848,601 | |||||||||
Level 3 - Significant Unobservable Inputs | 27,350 | — | |||||||||
Total | $ | 489,242,069 | $ | 9,056,228 |
* Other financial instruments include foreign currency, forward currency contracts, futures contracts and swap agreements.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments** | |||||||||
Level 1 - Quoted Prices | $ | — | $ | (364,912 | ) | ||||||
Level 2 - Other Significant Observable Inputs | — | (23,176,835 | ) | ||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | (23,541,747 | ) |
** Other financial instruments include forward currency contracts, futures contracts, swap agreements and written options.
14
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 47,207 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Realized gain distributions received | 64,805 | ||||||||||
Realized gain distributions paid | (84,846 | ) | |||||||||
Change in unrealized appreciation/depreciation | 184 | — | |||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 27,350 | $ | — |
Foreign currency translation
The market values of foreign securities, currency holdings and related assets and liabilities are translated to U.S. dollars based on the current exchange rates each business day. Income and expenses denominated in foreign currencies are translated at current exchange rates when accrued or incurred. The Fund does not isolate realized and unrealized gains and losses attributable to changes in exchange rates from gains and losses that arise from changes in the market value of investments. Such fluctuations are included with net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of currencies and forward currency contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid.
Forward currency contracts
The Fund may enter into forward currency contracts including forward cross currency contracts. A forward currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily using rates supplied by a quotation service and changes in value are recorded by the Fund as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency or, if a forward currency contract is offset by entering into another forward currency contract with the same broker, upon settlement of the net gain or loss. These contracts may involve market risk in excess of the unrealized gain or lo ss reflected in the Fund's Statement of Assets and Liabilities. They expose the Fund to risk of unfavorable
15
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
movements in currency values and the risk that the counterparty will be unable or unwilling to meet the terms of the contracts. Forward currency contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Options
The Fund may write (i.e., sell) call and put options. Writing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, obligating the Fund to sell the underlying instrument at a set price to the option-holder and, in the case of a put option, obligating the Fund to purchase the underlying instrument at a set price from the option-holder. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against the amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund as a writer of an option has no control over w hether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. In the event that the Fund writes uncovered call options (i.e. options for investments that the Fund does not own), it bears the risk of substantial losses if the price of the underlying instrument increases during the term of the option. Options expose the Fund to the risk the Fund may not be able to enter into a closing transaction because of an illiquid market. Written options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
16
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
For the period ended August 31, 2008, the Fund's investment activity in written option contracts was as follows:
Puts | Calls | ||||||||||||||||||
Principal Amount of Contracts | Premiums | Principal Amount of Contracts | Premiums | ||||||||||||||||
Outstanding, beginning of period | $ | — | $ | — | $ | — | $ | — | |||||||||||
Options written | — | — | (5,701,000,000 | ) | (533,497 | ) | |||||||||||||
Options exercised | — | — | — | — | |||||||||||||||
Options expired | — | — | — | — | |||||||||||||||
Options bought | — | — | — | ||||||||||||||||
Outstanding, end of period | $ | — | $ | — | $ | (5,701,000,000 | ) | $ | (533,497 | ) |
The Fund may also purchase put and call options. Purchasing options alters the Fund's exposure to the underlying instrument by, in the case of a call option, entitling the Fund to purchase the underlying instrument at a set price from the writer of the option and, in the case of a put option, entitling the Fund to sell the underlying instrument at a set price to the writer of the option. The Fund pays a premium for a purchased option. That premium is disclosed in the Schedule of Investments and is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. Premiums paid for purchasing options that are exercised or closed are added to the amounts paid or offset against the proceeds on the closing transaction to determine the realized gain or loss. The risk associated with purchasing put and call options is limited to the premium paid. P urchased options outstanding at the end of the period are listed in the Fund's Schedule of Investments.
The Fund values exchange traded options at the last sale price, or if no sale is reported, the last bid price for purchased options and the last ask price for written options. The Fund values options traded over-the-counter using prices supplied by a primary pricing source chosen by the Manager.
Indexed securities
The Fund may invest in indexed securities. Indexed securities are securities where the redemption values and/or coupons are linked to the prices of a specific instrument or financial statistic. The Fund uses indexed securities to increase or decrease its exposure to different underlying instruments and to gain exposure to markets in which investing through conventional securities is difficult. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. The Fund had no indexed securities outstanding at the end of the period.
17
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. Credit default swaps may be used to provide a measure of protection against defaults of sovereign or corporate issuers (i.e., to reduce risk where a party owns or has exposure to the issuer) or to take an active long or short position with respect to the likelihood of a particular issuer's default. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segre gate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Stat ement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. Swap agreements outstanding at the end of the period are listed in the Fund's Schedule of Investments.
18
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Reverse repurchase agreements
The Fund may enter into reverse repurchase agreements with banks and brokers whereby the Fund sells portfolio assets subject to an agreement by the Fund to repurchase the same assets at a later date at a fixed price. In connection with these agreements, the Fund establishes segregated accounts with its custodian in which the Fund maintains cash, U.S. government securities or other assets equal in value to its obligations in respect of reverse repurchase agreements. Reverse repurchase agreements expose the Fund to risk that the market value of the securities the Fund has sold under the agreement may decline below the price at which the Fund is obligated to repurchase under the agreement. The market value of the securities the Fund has sold is determined daily and any additional required collateral is allocated to or sent by the Fund on the next business day. The Fund had no reverse repurchase agreements outstanding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after
19
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary. Taxes on foreign interest and dividend income are generally withheld in accordance with the applicable country's tax treaty with the United States.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $4,962,396.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/28/2015 | $ | (23,687,952 | ) | ||||
2/29/2016 | (507,910 | ) | |||||
Total | $ | (24,195,862 | ) |
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 531,880,258 | $ | 3,004,179 | $ | (45,642,368 | ) | $ | (42,638,189 | ) |
On October 12, 2006, the Fund paid a dividend under Code Section 860 of $0.09229 per share to shareholders of record as of October 11, 2006. It is anticipated the Fund will be required to make a
20
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
payment, estimated to be, $830,768 to the Internal Revenue Service ("IRS") related to such dividend, which has been included in accrued expenses on the Statement of Assets and Liabilities. The Manager will make a reimbursement payment to the Fund concurrent with the Fund's payment to the IRS.
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
21
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Investment risks
There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.25% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares. The Manager will waive the Fund's shareholder service fee to the extent that the aggregate of any direct and indirect shareholder service fees borne by the Fund exceeds 0.15%; provided, however, that the amount of this waiver will not exceed 0.15%.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.25% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, expenses indirectly incurred by investment in the underlying funds, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for
22
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes). In addition, the Manager has contractually agreed to reimburse the Fund through at least June 30, 2009 to the extent that the sum of (a) the Fund's total annual operating expenses (excluding Excluded Expenses) and (b) the amount of fees and expenses incurred indirectly by the Fund through its investment in ECDF (excluding ECDF's Excluded Expenses), exceeds 0.25% of the Fund's average daily net assets, subject to a maximum total reimbursement to the Fund equal to 0.25% of the Fund's average daily net assets.
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.015 | % | 0.005 | % | 0.010 | % | 0.030 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $2,423 and $1,380, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
For the period ended August 31, 2008, cost of purchases and proceeds from sales of investments, other than short-term obligations and class exchanges, were as follows:
Purchases | Sales | ||||||||||
U.S. Government securities | $ | 19,097,344 | $ | 10,061,914 | |||||||
Investments (non-U.S. Government securities) | 99,907,873 | 97,953,120 |
23
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 56.87% of the outstanding shares of the Fund were held by four shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 1.30% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 57.98% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 232,529 | $ | 2,276,916 | 17,938,459 | $ | 170,818,174 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 4,088,026 | 36,424,314 | 5,136,298 | 46,494,576 | |||||||||||||||
Shares repurchased | (1,829,596 | ) | (16,813,874 | ) | (15,192,711 | ) | (142,661,844 | ) | |||||||||||
Net increase (decrease) | 2,490,959 | $ | 21,887,356 | 7,882,046 | $ | 74,650,906 |
24
GMO International Bond Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the securities of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class III | $ | 15,711,607 | $ | 416,373 | $ | — | $ | 84,493 | $ | 331,880 | $ | 15,315,849 | |||||||||||||||
GMO Short-Duration Collateral Fund | 362,492,061 | 88,252,165 | 80,800,000 | 2,452,165 | — | 362,476,708 | |||||||||||||||||||||
GMO Special Purpose Holding Fund | 47,207 | — | — | — | 84,846 | 27,350 | |||||||||||||||||||||
GMO World Opportunity Overlay Fund | 99,460,635 | 9,500,000 | 15,000,000 | — | — | 97,100,515 | |||||||||||||||||||||
Totals | $ | 477,711,510 | $ | 98,168,538 | $ | 95,800,000 | $ | 2,536,658 | $ | 416,726 | $ | 474,920,422 |
9. Subsequent events
Subsequent to August 31, 2008, the Fund received redemption requests in the amount of $175,258,906.
Effective October 8, 2008, the Fund instituted a fee on cash redemptions of 0.97% of the amount redeemed. Effective October 21, 2008, the fee on cash redemptions was changed to 2.00% of the amount redeemed. For a complete discussion of this fee please refer to the GMO Trust prospectus, which can be obtained at www.gmo.com.
25
GMO International Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In
26
GMO International Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered that the fee charged under the Fund's investment management agreement is based on services provided by the Manager that are in addition to, rather than duplicative of, services provided under the investment management agreements of other funds of the Trust in which it invests, noting in particular that certain underlying funds do not charge any advisory fees, and that with respe ct to all other underlying funds, pursuant to a contractual expense reimbursement arrangement in place with the Fund, the Manager effectively reimburses the Fund for advisory fees, shareholder fees and most other expenses that the Fund would otherwise bear as a result of its investments in those other funds. In addition, the Trustees considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
27
GMO International Bond Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
28
GMO International Bond Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.41 | % | $ | 1,000.00 | $ | 943.00 | $ | 2.01 | |||||||||||
2) Hypothetical | 0.41 | % | $ | 1,000.00 | $ | 1,023.14 | $ | 2.09 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
29
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 56.2 | % | |||||
Debt Obligations | 32.0 | ||||||
Cash and Cash Equivalents | 30.7 | ||||||
Short-Term Investments | 10.6 | ||||||
Options Purchased | 0.3 | ||||||
Forward Currency Contracts | 0.2 | ||||||
Loan Participations | 0.1 | ||||||
Loan Assignments | 0.0 | ||||||
Preferred Stocks | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Written Options | (0.1 | ) | |||||
Reverse Repurchase Agreements | (0.2 | ) | |||||
Futures | (14.0 | ) | |||||
Swaps | (17.5 | ) | |||||
Other | 1.7 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Country / Region Summary** | % of Investments | ||||||
United States | 111.7 | % | |||||
Brazil | 0.3 | ||||||
Mexico | 0.3 | ||||||
Russia | 0.3 | ||||||
Turkey | 0.3 | ||||||
Argentina | 0.2 | ||||||
Canada | 0.2 | ||||||
Colombia | 0.2 | ||||||
Philippines | 0.2 | ||||||
Switzerland | 0.2 | ||||||
Ukraine | 0.2 | ||||||
Uruguay | 0.2 | ||||||
Venezuela | 0.2 | ||||||
Hong Kong | (0.3 | ) | |||||
Sweden | (0.5 | ) | |||||
Australia | (1.1 | ) | |||||
Japan | (3.4 | ) | |||||
United Kingdom | (3.9 | ) | |||||
Euro Region*** | (5.3 | ) | |||||
100.0 | % |
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
2
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.0% | |||||||||||||||
Affiliated Issuers — 100.0% | |||||||||||||||
57,127,568 | GMO Alpha Only Fund, Class IV | 571,846,957 | |||||||||||||
751,593 | GMO Alternative Asset Opportunity Fund | 22,983,724 | |||||||||||||
3,367,241 | GMO Emerging Country Debt Fund, Class IV | 32,123,480 | |||||||||||||
3,770,638 | GMO Special Situations Fund, Class VI | 81,898,266 | |||||||||||||
20,414,349 | GMO Strategic Fixed Income Fund, Class VI | 463,814,020 | |||||||||||||
235 | GMO U.S. Core Equity Fund, Class VI | 2,772 | |||||||||||||
19,726,164 | GMO U.S. Quality Equity Fund, Class VI | 398,073,988 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $1,637,684,423) | 1,570,743,207 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
42,007 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 42,007 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $42,007) | 42,007 | ||||||||||||||
TOTAL INVESTMENTS — 100.0% (Cost $1,637,726,430) | 1,570,785,214 | ||||||||||||||
Other Assets and Liabilities (net) — (0.0%) | (47,986 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 1,570,737,228 |
Notes to Schedule of Investments:
As of August 31, 2008, 13.96% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
3
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $42,007) (Note 2) | $ | 42,007 | |||||
Investments in affiliated issuers, at value (cost $1,637,684,423) (Notes 2 and 8) | 1,570,743,207 | ||||||
Receivable for investments sold | 8,200,000 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 11,036 | ||||||
Total assets | 1,578,996,250 | ||||||
Liabilities: | |||||||
Payable for Fund shares repurchased | 8,200,000 | ||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 3,228 | ||||||
Accrued expenses | 55,794 | ||||||
Total liabilities | 8,259,022 | ||||||
Net assets | $ | 1,570,737,228 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 1,625,456,398 | |||||
Distributions in excess of net investment income | (6,420,985 | ) | |||||
Accumulated net realized gain | 18,643,031 | ||||||
Net unrealized depreciation | (66,941,216 | ) | |||||
$ | 1,570,737,228 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 1,570,737,228 | |||||
Shares outstanding: | |||||||
Class III | 65,304,233 | ||||||
Net asset value per share: | |||||||
Class III | $ | 24.05 |
See accompanying notes to the financial statements.
4
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 7,834,874 | |||||
Interest | 163 | ||||||
Total investment income | 7,835,037 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 24,472 | ||||||
Audit and tax fees | 15,272 | ||||||
Legal fees | 18,124 | ||||||
Chief Compliance Officer (Note 3) | 4,416 | ||||||
Trustees fees and related expenses (Note 3) | 8,657 | ||||||
Registration fees | 736 | ||||||
Miscellaneous | 5,428 | ||||||
Total expenses | 77,105 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (64,032 | ) | |||||
Expense reductions (Note 2) | (64 | ) | |||||
Net expenses | 13,009 | ||||||
Net investment income (loss) | 7,822,028 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (55,363,761 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 69,832,323 | ||||||
Net realized gain (loss) | 14,468,562 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (62,227,049 | ) | |||||
Net realized and unrealized gain (loss) | (47,758,487 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (39,936,459 | ) |
See accompanying notes to the financial statements.
5
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 7,822,028 | $ | 62,933,065 | |||||||
Net realized gain (loss) | 14,468,562 | 145,547,623 | |||||||||
Change in net unrealized appreciation (depreciation) | (62,227,049 | ) | (101,039,835 | ) | |||||||
Net increase (decrease) in net assets from operations | (39,936,459 | ) | 107,440,853 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (19,927,246 | ) | (64,024,461 | ) | |||||||
Net realized gains | |||||||||||
Class III | (19,690,626 | ) | (155,574,713 | ) | |||||||
(39,617,872 | ) | (219,599,174 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 40,179,191 | 425,678,284 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 46,136 | 149,820 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 40,225,327 | 425,828,104 | |||||||||
Total increase (decrease) in net assets | (39,329,004 | ) | 313,669,783 | ||||||||
Net assets: | |||||||||||
Beginning of period | 1,610,066,232 | 1,296,396,449 | |||||||||
End of period (including distributions in excess of net investment income of $6,420,985 and accumulated undistributed net investment income of $5,684,233, respectively) | $ | 1,570,737,228 | $ | 1,610,066,232 |
See accompanying notes to the financial statements.
6
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004(a) | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 25.30 | $ | 26.92 | $ | 27.76 | $ | 26.50 | $ | 24.28 | $ | 20.00 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(b) | 0.12 | † | 1.19 | † | 0.80 | † | 1.26 | † | 0.98 | † | 0.61 | ||||||||||||||||
Net realized and unrealized gain (loss) | (0.75 | ) | 1.18 | 1.63 | 2.93 | 3.00 | 4.53 | ||||||||||||||||||||
Total from investment operations | (0.63 | ) | 2.37 | 2.43 | 4.19 | 3.98 | 5.14 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.31 | ) | (1.12 | ) | (1.16 | ) | (1.51 | ) | (0.99 | ) | (0.75 | ) | |||||||||||||||
From net realized gains | (0.31 | ) | (2.87 | ) | (2.11 | ) | (1.42 | ) | (0.77 | ) | (0.11 | ) | |||||||||||||||
Total distributions | (0.62 | ) | (3.99 | ) | (3.27 | ) | (2.93 | ) | (1.76 | ) | (0.86 | ) | |||||||||||||||
Net asset value, end of period | $ | 24.05 | $ | 25.30 | $ | 26.92 | $ | 27.76 | $ | 26.50 | $ | 24.28 | |||||||||||||||
Total Return(c) | (2.48 | )%** | 8.60 | % | 9.31 | % | 16.50 | % | 16.74 | % | 25.92 | %** | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 1,570,737 | $ | 1,610,066 | $ | 1,296,396 | $ | 1,207,625 | $ | 1,068,099 | $ | 287,490 | |||||||||||||||
Net expenses to average daily net assets(d)(e) | 0.00 | %(f)* | 0.00 | %(f) | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | %* | |||||||||||||||
Net investment income to average daily net assets(b) | 0.97 | %* | 4.30 | % | 2.94 | % | 4.64 | % | 3.92 | % | 5.05 | %* | |||||||||||||||
Portfolio turnover rate | 17 | %** | 57 | % | 45 | % | 47 | % | 50 | % | 24 | %** | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.01 | %* | 0.01 | % | 0.01 | % | 0.01 | % | 0.02 | % | 0.07 | %* | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.07 | $ | 0.13 |
(a) Period from July 23, 2003 (commencement of operations) through February 29, 2004.
(b) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(c) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions. Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions.
(g) Purchase premiums and redemptions fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
7
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Benchmark-Free Allocation Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks a positive total return. The Fund does not seek to control risk relative to a particular securities market index or benchmark. In addition, the Fund does not seek to outperform a particular securities market index or blend of market indices (i.e., the Fund seeks positive return, not "relative" return). The Fund is a fund of funds and invests in shares of other GMO Funds ("underlying funds"), which may include the GMO International Equity Funds (including one or more of the GMO Emerging Markets Funds), the GMO U.S. Equity Funds, the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Alternative Asset Opportunity Fund, GMO Flexible Equities Fund, and GMO Special Situations Fund. The Fund is not restricted in its exposure to any particular asset class, and at times may be subst antially invested in underlying funds that primarily invest in a single asset class (e.g., Fixed Income Funds). In addition, the Fund is not restricted in its exposure to any particular market. While the Fund generally will have exposure to both emerging countries and developed countries, including the U.S., at times, it may have substantial exposure to a particular country or type of country (e.g., emerging countries).
The financial statements of the underlying funds should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request by calling (617) 346-7646 (collect). Shares of GMO Special Situations Fund are not publicly available for direct purchase.
The Fund currently limits subscriptions due to capacity considerations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
8
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 10.32% of net assets.
The Fund indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
9
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 1,465,903,224 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 104,881,990 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 1,570,785,214 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an
10
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outstanding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 1,647,866,872 | $ | 10,190,522 | $ | (87,272,180 | ) | $ | (77,081,658 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
11
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchase and redemption of Fund shares
As of August 31, 2008, the premium on cash purchases of Fund shares was 0.13% of the amount invested. In the case of cash redemptions, the fee is currently 0.12% of the amount redeemed. The Fund's purchase premium and redemption fee are approximately equal to the weighted average of the purchase premiums and redemptions fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to that portion. In addition, the Manager may wai ve the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a
12
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are gen erally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additionally, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among designated underlying funds. The Manager does not directly charge the Fund an advisory fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the
13
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.426 | % | 0.070 | % | 0.008 | % | 0.504 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $7,737 and $4,416, respectively. The compensation and expenses of the CCO are included in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $352,930,200 and $274,672,676, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 22.74% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
14
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, 1.15% of the Fund's shares were held senior management of the Manager and GMO Trust officers, and 97.15% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 1,055,943 | $ | 26,210,183 | 9,819,038 | $ | 279,628,825 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 1,582,022 | 37,889,444 | 7,959,463 | 209,394,517 | |||||||||||||||
Shares repurchased | (971,040 | ) | (23,920,436 | ) | (2,301,160 | ) | (63,345,058 | ) | |||||||||||
Purchase premiums | — | 4,463 | — | 7,597 | |||||||||||||||
Redemption fees | — | 41,673 | — | 142,223 | |||||||||||||||
Net increase (decrease) | 1,666,925 | $ | 40,225,327 | 15,477,341 | $ | 425,828,104 |
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Alpha Only Fund, Class IV | $ | 407,035,363 | $ | 207,727,027 | $ | 2,139,095 | $ | 4,177,325 | $ | 40,261,738 | $ | 571,846,957 | |||||||||||||||
GMO Alternative Asset Opportunity Fund | 24,885,255 | — | — | — | — | 22,983,724 | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class IV | 32,949,175 | 877,444 | — | 181,450 | 695,994 | 32,123,480 | |||||||||||||||||||||
GMO Emerging Markets Fund, Class VI | 285,823,205 | 26,667,056 | 262,258,886 | — | 26,667,056 | — |
15
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Special Situations Fund, Class VI | $ | 80,727,015 | $ | — | $ | 300,000 | $ | — | $ | — | $ | 81,898,266 | |||||||||||||||
GMO Strategic Fixed Income Fund, Class VI | 488,748,982 | 250,442 | 7,586,629 | 111,129 | — | 463,814,020 | |||||||||||||||||||||
GMO U.S. Core Equity Fund, Class VI | 2,807 | 23 | — | 23 | — | 2,772 | |||||||||||||||||||||
GMO U.S. Quality Equity Fund, Class VI | 289,904,690 | 117,408,208 | 2,388,066 | 3,364,947 | 2,207,535 | 398,073,988 | |||||||||||||||||||||
Totals | $ | 1,610,076,492 | $ | 352,930,200 | $ | 274,672,676 | $ | 7,834,874 | $ | 69,832,323 | $ | 1,570,743,207 |
9. Subsequent event
Effective September 30, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.01% of the amount invested or redeemed. Effective October 8, 2008, the fee on cash redemptions was changed to 0.30% of the amount redeemed. Effective October 21, 2008, the premium on cash purchases was changed to 0.10% of the amount invested and the fee on cash redemptions was changed to 0.72% of the amount redeemed.
16
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees considered that the Fund seeks a positive total return and does not seek to outperform a particular securities market index or blend of market indices. The Trustees also considered the Fund's investment performance as compared to funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including a one-year period and for the life of the Fund, and information prepared by the third-party data services, as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees observed that the usefulness of the comparative data provided by the third-party data services was limited because the peer groups they used for the Fund included funds with investment programs that were substantially different from that of the Fund. The Trustees also considered the qualifications and experience of t he personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears advisory
17
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
fees paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of the other funds of the Trust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
18
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
19
GMO Benchmark-Free Allocation Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.51 | % | $ | 1,000.00 | $ | 975.20 | $ | 2.54 | |||||||||||
2) Hypothetical | 0.51 | % | $ | 1,000.00 | $ | 1,022.63 | $ | 2.60 |
* Expenses are calculated using the Class's annualized expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
20
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 61.2 | % | |||||
Debt Obligations | 26.5 | ||||||
Cash and Cash Equivalents | 17.1 | ||||||
Short-Term Investments | 10.7 | ||||||
Preferred Stocks | 0.8 | ||||||
Options Purchased | 0.2 | ||||||
Forward Currency Contracts | 0.1 | ||||||
Private Equity Securities | 0.0 | ||||||
Loan Participations | 0.0 | ||||||
Investment Funds | 0.0 | ||||||
Loan Assignments | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Convertible Securities | 0.0 | ||||||
Promissory Notes | 0.0 | ||||||
Reverse Repurchase Agreements | (0.1 | ) | |||||
Written Options | (0.1 | ) | |||||
Futures | (7.9 | ) | |||||
Swaps | (9.7 | ) | |||||
Other | 1.2 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Country / Region Summary** | % of Investments | ||||||
United States | 74.2 | % | |||||
Euro Region*** | 6.5 | ||||||
Japan | 4.4 | ||||||
United Kingdom | 3.3 | ||||||
Switzerland | 2.3 | ||||||
Brazil | 1.3 | ||||||
Korea | 1.2 | ||||||
Canada | 0.9 | ||||||
Taiwan | 0.7 | ||||||
Singapore | 0.7 | ||||||
Russia | 0.7 | ||||||
Turkey | 0.5 | ||||||
Thailand | 0.4 | ||||||
South Africa | 0.4 | ||||||
China | 0.4 | ||||||
Australia | 0.4 | ||||||
Norway | 0.3 | ||||||
Hong Kong | 0.3 | ||||||
Denmark | 0.3 | ||||||
Sweden | 0.1 | ||||||
Poland | 0.1 | ||||||
Philippines | 0.1 | ||||||
Mexico | 0.1 | ||||||
Malaysia | 0.1 | ||||||
Israel | 0.1 | ||||||
India | 0.1 | ||||||
Hungary | 0.1 | ||||||
100.0 | % |
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds except for GMO Alpha Only Fund. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
2
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.0% | |||||||||||||||
Affiliated Issuers — 100.0% | |||||||||||||||
64,626,953 | GMO Alpha Only Fund, Class IV | 646,915,795 | |||||||||||||
4,139,018 | GMO Core Plus Bond Fund, Class IV | 36,878,654 | |||||||||||||
36,563,558 | GMO Domestic Bond Fund, Class VI | 336,384,733 | |||||||||||||
1,101,820 | GMO Emerging Country Debt Fund, Class IV | 10,511,359 | |||||||||||||
11,534,436 | GMO Emerging Markets Fund, Class VI | 164,135,029 | |||||||||||||
2,168,536 | GMO International Bond Fund, Class III | 18,020,535 | |||||||||||||
10,021,423 | GMO International Core Equity Fund, Class VI | 336,719,824 | |||||||||||||
5,853,228 | GMO International Growth Equity Fund, Class IV | 140,887,203 | |||||||||||||
5,467,582 | GMO International Intrinsic Value Fund, Class IV | 139,532,693 | |||||||||||||
360,006 | GMO Short-Duration Investment Fund, Class III | 3,013,254 | |||||||||||||
8,704,655 | GMO Special Situations Fund, Class VI | 189,065,100 | |||||||||||||
20,979,334 | GMO Strategic Fixed Income Fund, Class VI | 476,650,458 | |||||||||||||
4,777,208 | GMO U.S. Core Equity Fund, Class VI | 56,227,741 | |||||||||||||
31,621,144 | GMO U.S. Quality Equity Fund, Class VI | 638,114,682 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $3,530,570,193) | 3,193,057,060 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
22,292 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 22,292 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $22,292) | 22,292 | ||||||||||||||
TOTAL INVESTMENTS — 100.0% (Cost $3,530,592,485) | 3,193,079,352 | ||||||||||||||
Other Assets and Liabilities (net) — (0.0%) | (89,871 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 3,192,989,481 |
See accompanying notes to the financial statements.
3
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
Notes to Schedule of Investments:
As of August 31, 2008, 28.45% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair values prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
4
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $22,292) (Note 2) | $ | 22,292 | |||||
Investments in affiliated issuers, at value (cost $3,530,570,193) (Notes 2 and 8) | 3,193,057,060 | ||||||
Receivable for investments sold | 4,123,015 | ||||||
Receivable for Fund shares sold | 987 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 14,632 | ||||||
Total assets | 3,197,217,986 | ||||||
Liabilities: | |||||||
Payable for Fund shares repurchased | 4,124,000 | ||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 7,100 | ||||||
Accrued expenses | 97,405 | ||||||
Total liabilities | 4,228,505 | ||||||
Net assets | $ | 3,192,989,481 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 3,488,715,116 | |||||
Accumulated undistributed net investment income | 12,331,959 | ||||||
Accumulated net realized gain | 29,455,539 | ||||||
Net unrealized depreciation | (337,513,133 | ) | |||||
$ | 3,192,989,481 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 3,192,989,481 | |||||
Shares outstanding: | |||||||
Class III | 304,841,991 | ||||||
Net asset value per share: | |||||||
Class III | $ | 10.47 |
See accompanying notes to the financial statements.
5
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 25,642,771 | |||||
Interest | 680 | ||||||
Total investment income | 25,643,451 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 24,288 | ||||||
Audit and tax fees | 16,008 | ||||||
Legal fees | 39,652 | ||||||
Chief Compliance Officer (Note 3) | 9,660 | ||||||
Trustees fees and related expenses (Note 3) | 19,025 | ||||||
Registration fees | 1,840 | ||||||
Miscellaneous | 11,684 | ||||||
Total expenses | 122,157 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (93,472 | ) | |||||
Expense reductions (Note 2) | (21,462 | ) | |||||
Net expenses | 7,223 | ||||||
Net investment income (loss) | 25,636,228 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | (87,634,871 | ) | |||||
Realized gains distributions from affiliated issuers (Note 8) | 122,577,351 | ||||||
Net realized gain (loss) | 34,942,480 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (185,626,116 | ) | |||||
Net realized and unrealized gain (loss) | (150,683,636 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (125,047,408 | ) |
See accompanying notes to the financial statements.
6
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 25,636,228 | $ | 138,520,227 | |||||||
Net realized gain (loss) | 34,942,480 | 256,198,017 | |||||||||
Change in net unrealized appreciation (depreciation) | (185,626,116 | ) | (284,868,880 | ) | |||||||
Net increase (decrease) in net assets from operations | (125,047,408 | ) | 109,849,364 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (31,960,804 | ) | (163,753,134 | ) | |||||||
Net realized gains | |||||||||||
Class III | (107,528,647 | ) | (185,650,495 | ) | |||||||
(139,489,451 | ) | (349,403,629 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 92,408,696 | 524,385,283 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 262,658 | 860,204 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 92,671,354 | 525,245,487 | |||||||||
Total increase (decrease) in net assets | (171,865,505 | ) | 285,691,222 | ||||||||
Net assets: | |||||||||||
Beginning of period | 3,364,854,986 | 3,079,163,764 | |||||||||
End of period (including accumulated undistributed net investment income of $12,331,959 and $18,656,535, respectively) | $ | 3,192,989,481 | $ | 3,364,854,986 |
See accompanying notes to the financial statements.
7
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 11.37 | $ | 12.01 | $ | 11.76 | $ | 11.33 | $ | 10.74 | $ | 8.13 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a) | 0.09 | † | 0.48 | † | 0.39 | † | 0.36 | † | 0.27 | † | 0.18 | ||||||||||||||||
Net realized and unrealized gain (loss) | (0.52 | ) | 0.05 | 0.66 | 0.86 | 0.90 | 2.68 | ||||||||||||||||||||
Total from investment operations | (0.43 | ) | 0.53 | 1.05 | 1.22 | 1.17 | 2.86 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.11 | ) | (0.53 | ) | (0.43 | ) | (0.37 | ) | (0.32 | ) | (0.23 | ) | |||||||||||||||
From net realized gains | (0.36 | ) | (0.64 | ) | (0.37 | ) | (0.42 | ) | (0.26 | ) | (0.02 | ) | |||||||||||||||
Total distributions | (0.47 | ) | (1.17 | ) | (0.80 | ) | (0.79 | ) | (0.58 | ) | (0.25 | ) | |||||||||||||||
Net asset value, end of period | $ | 10.47 | $ | 11.37 | $ | 12.01 | $ | 11.76 | $ | 11.33 | $ | 10.74 | |||||||||||||||
Total Return(b)(c) | (3.79 | )%** | 4.10 | % | 9.22 | % | 11.05 | % | 11.07 | % | 35.53 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 3,192,989 | $ | 3,364,855 | $ | 3,079,164 | $ | 1,812,191 | $ | 1,030,238 | $ | 453,807 | |||||||||||||||
Net expenses to average daily net assets(d)(e) | 0.00 | %(f)* | 0.00 | %(f) | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 1.54 | %* | 3.89 | % | 3.28 | % | 3.17 | % | 2.53 | % | 2.19 | % | |||||||||||||||
Portfolio turnover rate | 18 | %** | 76 | % | 23 | % | 16 | % | 10 | % | 59 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.01 | % | 0.01 | % | 0.01 | % | 0.02 | % | 0.03 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.01 | $ | 0.01 | $ | 0.01 | $ | 0.01 |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(c) Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions.
(g) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
8
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Global Balanced Asset Allocation Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the GMO Global Balanced Index. The GMO Global Balanced Index is a composite index computed by GMO consisting of: (i) the MSCI ACWI (All Country World Index) Index and (ii) the Lehman Brothers U.S. Aggregate Index in the following proportions: 65% (MSCI ACWI (All Country World Index) Index) and 35% (Lehman Brothers U.S. Aggregate Index). The Fund is a fund of funds and invests in shares of other GMO Funds, which may include the GMO International Equity Funds (including one or more of the GMO Emerging Markets Funds), GMO U.S. Equity Funds, GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Alternative Asset Opportunity Fund, GMO Flexible Equities Fund, and GMO Special Situations Fund. The Fund typically exposes at least 25% of its assets to fixed income investments and at least 25% of its assets to equity investments.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect). Shares of GMO Special Situations Fund are not publicly available for direct purchase.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price
9
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be mater ial. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
Typically the Fund and the underlying funds value debt instruments based on prices supplied by a primary pricing source chosen by the Manager. The Manager evaluates primary pricing sources on an ongoing basis and may change a pricing source should the Manager deem it appropriate. If it deems it appropriate, the Manager, at its discretion, may override a price supplied by a primary source by using a price provided by another source. The prices provided by primary pricing sources may differ from the value that would be realized if the securities were sold, and the differences could be material.
Certain securities held by the Fund and the underlying funds are valued on the basis of prices provided by a single source. The prices provided may differ from the value that would be realized if the securities were sold, and the differences could be material. As of August 31, 2008, the total value of these securities represented 9.17% of net assets.
The Fund directly and indirectly (through underlying funds) invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by sub-prime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate values, delinquencies and/or defaults, and may be adversely affected by changes in interest rates and shifts in the market's perception of the securities' market values.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level
10
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 3,004,014,252 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 189,065,100 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 3,193,079,352 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for
11
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outstanding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund had capital loss carryforwards available to offset future realized gains if any, to the extent permitted by the Code. Utilization of the capital loss carryforwards could be subject to limitations imposed by the Code related to share ownership activity. Such losses expire as follows:
2/28/2010 | $ | (1,276 | ) | ||||
Total | $ | (1,276 | ) |
12
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 3,567,498,967 | $ | 16,850,553 | $ | (391,270,168 | ) | $ | (374,419,615 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
13
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.09% of the amount invested or redeemed. The redemption fee is only applicable to shares acquired on or after June 30, 2003. The Fund's purchase premium and redemption fee are approximately equal to the weighted average of the purchase premiums and redemption fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to t hat portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additional ly, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
14
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among designated underlying funds. The Manager does not directly charge a management fee or shareholder service fee to the Fund, but it receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees and interest expense) | Indirect Shareholder Service Fees | Indirect Interest Expense | Total Indirect Expenses | ||||||||||||
0.416 | % | 0.068 | % | 0.002 | % | 0.486 | % |
The Fund's portion of the fees paid by the Trust to Trust's independent Trustees and CCO during the period ended August 31, 2008 was $16,725 and $9,660, respectively. The compensation and expenses of the CCO are included in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $705,553,515 and $603,976,779, respectively.
15
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 14.25% of the outstanding shares of the Fund were held by one shareholder. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investment into) the Fund by or on behalf of this large shareholder may have a material effect on the Fund.
As of August 31, 2008, 0.07% of the Fund's shares were held senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 12,184,192 | $ | 134,333,553 | 71,503,366 | $ | 884,679,303 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 12,999,744 | 137,277,292 | 28,319,819 | 339,998,843 | |||||||||||||||
Shares repurchased | (16,230,001 | ) | (179,202,149 | ) | (60,342,225 | ) | (700,292,863 | ) | |||||||||||
Purchase premiums | — | 113,806 | — | 770,412 | |||||||||||||||
Redemption fees | — | 148,852 | — | 89,792 | |||||||||||||||
Net increase (decrease) | 8,953,935 | $ | 92,671,354 | 39,480,960 | $ | 525,245,487 |
16
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Alpha Only Fund, Class IV | $ | 535,974,748 | $ | 174,004,783 | $ | 8,537,228 | $ | 5,528,877 | $ | 53,288,228 | $ | 646,915,795 | |||||||||||||||
GMO Core Plus Bond Fund, Class IV | 49,187,750 | 1,622,218 | 11,598,063 | 1,622,218 | — | 36,878,654 | |||||||||||||||||||||
GMO Domestic Bond Fund, Class VI | 47,058,826 | 310,606,124 | 22,516,981 | 740,134 | 561,986 | 336,384,733 | |||||||||||||||||||||
GMO Emerging Countries Fund, Class III | 24,700,654 | 3,011,181 | 22,291,876 | — | 3,011,181 | — | |||||||||||||||||||||
GMO Emerging Country Debt Fund, Class IV | 10,781,541 | 287,115 | — | 59,374 | 227,741 | 10,511,359 | |||||||||||||||||||||
GMO Emerging Markets Fund, Class VI | 325,787,540 | 48,996,824 | 115,852,134 | — | 44,996,824 | 164,135,029 | |||||||||||||||||||||
GMO International Bond Fund, Class III | 19,794,069 | 1,445,618 | 682,000 | 1,445,618 | — | 18,020,535 | |||||||||||||||||||||
GMO International Core Equity Fund, Class VI | 353,485,226 | 27,328,965 | 8,250,777 | 4,753,341 | 2,825,624 | 336,719,824 | |||||||||||||||||||||
GMO International Growth Equity Fund, Class IV | 178,541,031 | 10,423,853 | 26,896,929 | 3,234,311 | 5,589,542 | 140,887,203 | |||||||||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 177,101,792 | 12,836,303 | 26,692,834 | 2,513,015 | 8,723,288 | 139,532,693 | |||||||||||||||||||||
GMO Short-Duration Investment Fund, Class III | 3,034,068 | 7,940 | — | 7,940 | — | 3,013,254 | |||||||||||||||||||||
GMO Special Situations Fund, Class VI | 183,337,321 | 2,350,000 | — | — | — | 189,065,100 | |||||||||||||||||||||
GMO Strategic Fixed Income Fund, Class VI | 825,676,074 | 8,658,196 | 329,839,943 | 115,087 | — | 476,650,458 | |||||||||||||||||||||
GMO U.S. Core Equity Fund, Class VI | 83,499,236 | 1,784,237 | 28,174,197 | 599,717 | — | 56,227,741 | |||||||||||||||||||||
GMO U.S. Quality Equity Fund, Class VI | 546,781,435 | 102,190,158 | 2,643,817 | 5,023,139 | 3,352,937 | 638,114,682 | |||||||||||||||||||||
Totals | $ | 3,364,741,311 | $ | 705,553,515 | $ | 603,976,779 | $ | 25,642,771 | $ | 122,577,351 | $ | 3,193,057,060 |
17
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
9. Subsequent event
Effective September 30, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.04% of the amount invested or redeemed. Effective October 8, 2008, the premium on cash purchases was changed to 0.05% of the amount invested and the fee on cash redemptions was changed to 0.31% of the amount redeemed. Effective October 21, 2008, the premium on cash purchases was changed to 0.09% of the amount invested and the fee on cash redemptions was changed to 0.64% of the amount redeemed.
18
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees observed that the usefulness of the comparative data provided by the third-party data services was limited because the peer groups they used for the Fund included funds with investment programs that were substanti ally different from that of the Fund. As a result, the Trustees gave more weight to the Fund's performance relative to its benchmark than to some of the additional comparative data. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the
19
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
support those personnel received from the Manager, the investment techniques used to manage the Fund, and the overall competence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears advisory fees paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of the other funds of the Trust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered
20
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
21
GMO Global Balanced Asset Allocation Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.49 | % | $ | 1,000.00 | $ | 962.10 | $ | 2.42 | |||||||||||
2) Hypothetical | 0.49 | % | $ | 1,000.00 | $ | 1,022.74 | $ | 2.50 |
* Expenses are calculated using the Class's annualized expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
22
Subsequent Event (continued) -
As described more fully below, and in light of current extraordinary market conditions:
• The Fixed Income Funds will honor nearly all redemptions in-kind during this period.
• The Fixed Income Funds will, if deemed prudent by GMO, take temporary defensive measures (until GMO has determined that normal conditions have returned or that it is otherwise prudent to resume investing in accordance with a Fund's normal investment strategies) and may not achieve their respective investment objectives during this period.
* * * * * * *
As described elsewhere in the Prospectus, each of the Fixed Income Funds makes extensive use of derivatives to achieve its exposures to the fixed income markets and to pursue strategies intended to obtain returns in excess of its performance benchmark. Each of those Funds also invests a substantial portion of its assets in the GMO Short-Duration Collateral Fund ("SDCF") and/or the GMO World Opportunity Overlay Fund ("WOOF"). The principal risks of pursuing the Fixed Income Funds' strategies in this manner, including the risks of using derivatives, are discussed in greater detail in the Prospectus under the heading "Description of Principal Risks."
Very recent changes in the credit markets have reduced the liquidity for all types of fixed income securities, including the asset-backed securities held by all of the Fixed Income Funds either directly or indirectly through SDCF and WOOF. Contemporaneously, each Fixed Income Fund has also had a greater need for cash to provide margin for large swings in the mark-to-market obligations arising under the derivatives used by the Funds. In order to deal equitably with the demands for liquidity, on October 23, 2008 and October 27, 2008, SDCF declared and paid to all shareholders (including the Fixed Income Funds) a dividend in an aggregate amount equal to substantially all of the cash on hand in SDCF. Substantially all subsequent cash flows into SDCF from portfolio investments (and proceeds of dispositions by SDCF) are likewise expected to be declared and paid as dividends as practicable. All redemptions from SDCF and WOOF by other Fixed Income Funds (and any other shareholders) will be honored in-kind until further notice, using for this purpose (and to the extent practicable) securities deemed by GMO to be representative of the portfolio of SDCF and/or WOOF.
Each of the Fixed Income Funds uses its cash balance to meet its derivative collateral obligations and for other purposes. There is no assurance that a Fund's cash balance will be sufficient to meet that Fund's collateral obligations and, if it is not, the Fund would be required to liquidate other positions. That may include redeeming shares of SDCF and/or WOOF, in which case, as noted above, the Fixed Income Fund would receive redemption proceeds in-kind from SDCF and/or WOOF and would then be required to dispose of those assets (mostly asset-backed securities) in the current adverse market conditions.
To manage each Fixed Income Fund's cash collateral needs in these extraordinary market conditions, GMO reserves the right to reduce or eliminate the Fund's derivative exposures, including those that are intended to cause a Fixed Income Fund to track its benchmark more closely. To the extent that a Fixed Income Fund reduces those exposures, it will tend to cause the performance of that Fund to track its benchmark less closely and make the Fund's performance more dependent on the performance of the asset-backed securities it holds directly or indirectly.
To address in part the management issues described above, nearly all redemptions from the Fixed Income Funds are expected to be in-kind for the foreseeable future. If redeeming shareholders from a Fixed Income Fund choose to dispose of assets received in-kind immediately, those dispositions will occur in the current extraordinary market conditions. To the extent that the Fixed Income Funds honor redemptions in cash, redeeming shareholders will bear the redemption fees described in more detail below. The Manager may impose a new purchase premium and/or redemption fee for any Fund at any time. The Manager also may modify or eliminate an existing purchase premium or redemption fee for any Fund at any time.
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary* | % of Total Net Assets | ||||||
Common Stocks | 91.6 | % | |||||
Short-Term Investments | 4.5 | ||||||
Preferred Stocks | 2.6 | ||||||
Forward Currency Contracts | 0.2 | ||||||
Private Equity Securities | 0.1 | ||||||
Investment Funds | 0.1 | ||||||
Debt Obligations | 0.0 | ||||||
Rights and Warrants | 0.0 | ||||||
Convertible Securities | 0.0 | ||||||
Futures | (0.2 | ) | |||||
Other | 1.1 | ||||||
100.0 | % |
* The table above incorporates aggregate indirect asset class exposure associated with investments in other funds of GMO Trust ("underlying funds").
1
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Investments Concentration Summary — (Continued)
August 31, 2008 (Unaudited)
Country / Region Summary** | % of Investments | ||||||
Euro Region*** | 25.8 | % | |||||
Japan | 18.8 | ||||||
United Kingdom | 17.4 | ||||||
Switzerland | 7.4 | ||||||
Canada | 4.0 | ||||||
Brazil | 3.5 | ||||||
Australia | 3.2 | ||||||
Korea | 3.1 | ||||||
Singapore | 2.2 | ||||||
Hong Kong | 2.0 | ||||||
Taiwan | 2.0 | ||||||
Russia | 1.7 | ||||||
Denmark | 1.2 | ||||||
Turkey | 1.2 | ||||||
China | 1.1 | ||||||
Thailand | 1.0 | ||||||
South Africa | 0.9 | ||||||
Sweden | 0.8 | ||||||
Hungary | 0.5 | ||||||
Norway | 0.5 | ||||||
Malaysia | 0.4 | ||||||
India | 0.3 | ||||||
Israel | 0.2 | ||||||
Poland | 0.2 | ||||||
Mexico | 0.2 | ||||||
Philippines | 0.2 | ||||||
Indonesia | 0.1 | ||||||
Argentina | 0.1 | ||||||
100.0 | % |
** The table above incorporates aggregate indirect country exposure associated with investments in the underlying funds. The table excludes short-term investments. The table includes exposure through the use of derivative contracts.
*** The "Euro Region" is comprised of Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Netherlands, Portugal and Spain.
2
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||||||
MUTUAL FUNDS — 100.0% | |||||||||||||||
Affiliated Issuers — 100.0% | |||||||||||||||
8,857,587 | GMO Emerging Markets Fund, Class VI | 126,043,467 | |||||||||||||
12,453,178 | GMO International Growth Equity Fund, Class IV | 299,747,983 | |||||||||||||
11,710,401 | GMO International Intrinsic Value Fund, Class IV | 298,849,433 | |||||||||||||
TOTAL MUTUAL FUNDS (COST $830,982,830) | 724,640,883 | ||||||||||||||
SHORT-TERM INVESTMENTS — 0.0% | |||||||||||||||
21,719 | State Street Eurodollar Time Deposit, 1.00%, due 09/02/08 | 21,719 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $21,719) | 21,719 | ||||||||||||||
TOTAL INVESTMENTS — 100.0% (Cost $831,004,549) | 724,662,602 | ||||||||||||||
Other Assets and Liabilities (net) — (0.0%) | (34,661 | ) | |||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 724,627,941 |
Notes to Schedule of Investments:
As of August 31, 2008, 83.89% of the Net Assets of the Fund, through investments in the underlying funds, were valued using fair value prices based on models used by a third party vendor (Note 2).
See accompanying notes to the financial statements.
3
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments in unaffiliated issuers, at value (cost $21,719) (Note 2) | $ | 21,719 | |||||
Investments in affiliated issuers, at value (cost $830,982,830) (Notes 2 and 8) | 724,640,883 | ||||||
Receivable for Fund shares sold | 314,900 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 9,548 | ||||||
Total assets | 724,987,050 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 314,900 | ||||||
Payable to affiliate for (Note 3): | |||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 1,641 | ||||||
Accrued expenses | 42,568 | ||||||
Total liabilities | 359,109 | ||||||
Net assets | $ | 724,627,941 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 753,196,502 | |||||
Accumulated undistributed net investment income | 10,664,626 | ||||||
Accumulated net realized gain | 67,108,760 | ||||||
Net unrealized depreciation | (106,341,947 | ) | |||||
$ | 724,627,941 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 724,627,941 | |||||
Shares outstanding: | |||||||
Class III | 56,272,248 | ||||||
Net asset value per share: | |||||||
Class III | $ | 12.88 |
See accompanying notes to the financial statements.
4
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends from affiliated issuers (Note 8) | $ | 10,669,468 | |||||
Interest | 252 | ||||||
Total investment income | 10,669,720 | ||||||
Expenses: | |||||||
Custodian, fund accounting agent and transfer agent fees | 23,460 | ||||||
Audit and tax fees | 16,008 | ||||||
Legal fees | 9,292 | ||||||
Trustees fees and related expenses (Note 3) | 4,343 | ||||||
Registration fees | 2,300 | ||||||
Miscellaneous | 5,061 | ||||||
Total expenses | 60,464 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (53,912 | ) | |||||
Expense reductions (Note 2) | (1,458 | ) | |||||
Net expenses | 5,094 | ||||||
Net investment income (loss) | 10,664,626 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments in affiliated issuers | 15,849,721 | ||||||
Realized gains distributions from affiliated issuers (Note 8) | 51,269,324 | ||||||
Net realized gain (loss) | 67,119,045 | ||||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments in affiliated issuers | (161,792,372 | ) | |||||
Net realized and unrealized gain (loss) | (94,673,327 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (84,008,701 | ) |
See accompanying notes to the financial statements.
5
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 10,664,626 | $ | 13,683,208 | |||||||
Net realized gain (loss) | 67,119,045 | 164,601,980 | |||||||||
Change in net unrealized appreciation (depreciation) | (161,792,372 | ) | (115,404,606 | ) | |||||||
Net increase (decrease) in net assets from operations | (84,008,701 | ) | 62,880,582 | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | — | (42,033,244 | ) | ||||||||
Net realized gains | |||||||||||
Class III | (97,263,754 | ) | (90,134,712 | ) | |||||||
(97,263,754 | ) | (132,167,956 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 150,038,222 | 65,994,952 | |||||||||
Purchase premiums and redemption fees (Notes 2 and 7): | |||||||||||
Class III | 320,149 | 77,341 | |||||||||
Total increase (decrease) in net assets resulting from net share transactions, purchase premiums and redemption fees | 150,358,371 | 66,072,293 | |||||||||
Total increase (decrease) in net assets | (30,914,084 | ) | (3,215,081 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 755,542,025 | 758,757,106 | |||||||||
End of period (including accumulated undistributed net investment income of $10,664,626 and $0, respectively) | $ | 724,627,941 | $ | 755,542,025 |
See accompanying notes to the financial statements.
6
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 16.45 | $ | 17.96 | $ | 17.13 | $ | 15.19 | $ | 12.83 | $ | 8.23 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)(a)† | 0.21 | 0.31 | 0.33 | 0.18 | 0.29 | 0.25 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (1.75 | ) | 1.32 | 2.85 | 2.90 | 2.65 | 4.60 | ||||||||||||||||||||
Total from investment operations | (1.54 | ) | 1.63 | 3.18 | 3.08 | 2.94 | 4.85 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | — | (1.00 | ) | (0.83 | ) | (0.47 | ) | (0.42 | ) | (0.25 | ) | ||||||||||||||||
From net realized gains | (2.03 | ) | (2.14 | ) | (1.52 | ) | (0.67 | ) | (0.16 | ) | — | ||||||||||||||||
Total distributions | (2.03 | ) | (3.14 | ) | (2.35 | ) | (1.14 | ) | (0.58 | ) | (0.25 | ) | |||||||||||||||
Net asset value, end of period | $ | 12.88 | $ | 16.45 | $ | 17.96 | $ | 17.13 | $ | 15.19 | $ | 12.83 | |||||||||||||||
Total Return(b)(c) | (9.98 | )%** | 7.81 | % | 19.33 | % | 21.15 | % | 23.25 | % | 60.41 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 724,628 | $ | 755,542 | $ | 758,757 | $ | 659,520 | $ | 489,026 | $ | 256,277 | |||||||||||||||
Net expenses to average daily net assets(d)(e) | 0.00 | %(f)* | 0.00 | %(f) | 0.00 | % | 0.00 | % | 0.00 | % | 0.00 | % | |||||||||||||||
Net investment income to average daily net assets(a) | 2.68 | %* | 1.66 | % | 1.87 | % | 1.15 | % | 2.18 | % | 2.35 | % | |||||||||||||||
Portfolio turnover rate | 16 | %** | 9 | % | 4 | % | 7 | % | 15 | % | 43 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.01 | %* | 0.01 | % | 0.01 | % | 0.02 | % | 0.03 | % | 0.05 | % | |||||||||||||||
Purchase premiums and redemption fees consisted of the following per share amounts:† | $ | 0.01 | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.00 | (g) | $ | 0.01 | $ | 0.02 |
(a) Net investment income is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests.
(b) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(c) Calculation excludes purchase premiums and redemption fees which are borne by the shareholder.
(d) Net expenses exclude expenses incurred indirectly through investment in the underlying funds (See Note 3).
(e) Net expenses to average daily net assets were less than 0.01%.
(f) The net expense ratio does not include the effect of expense reductions.
(g) Purchase premiums and redemption fees were less than $0.01 per share.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
7
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO International Equity Allocation Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks total return greater than that of the MSCI ACWI (All Country World Index) ex-U.S. Index. The Fund is a fund of funds and invests primarily in shares of the GMO International Equity Funds (which may include one or more of the GMO Emerging Markets Funds). The Fund may also invest in shares of other GMO Funds, including the GMO Fixed Income Funds, GMO Alpha Only Fund, GMO Flexible Equities Fund, and GMO Alternative Asset Opportunity Fund.
The financial statements of the series of the Trust in which the Fund invests ("underlying funds") should be read in conjunction with the Fund's financial statements. These financial statements are available, without charge, upon request, by calling (617) 346-7646 (collect) or by visiting GMO's website at www.gmo.com.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Shares of the underlying funds and other mutual funds are valued at their net asset value.
Investments held by the underlying funds are valued as follows. Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Securities for which quotations are not
8
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material. Because many foreign equity securities markets and exchanges close prior to the close of the New York Stock Exchange ("NYSE"), closing prices for foreign securities in those markets or on those exchanges do not reflect the events that occur after that close but before the close of the NYSE. As a result, the Fund generally values foreign equity securities using fair value prices supplied by a third party vendor based on models to the extent that these fair value prices are available.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 724,662,602 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 724,662,602 | $ | — |
9
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and
10
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 831,089,703 | $ | — | $ | (106,427,101 | ) | $ | (106,427,101 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
Security transactions and related investment income
Security transactions are accounted for on the trade date. Income dividends and capital gain distributions from the underlying funds are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. In addition, the Fund also incurs certain fees and expenses indirectly as a shareholder in the underlying funds. Because the underlying funds have varied expense and fee levels and the Fund may own different proportions of the underlying funds at different times, the amount of fees and expenses indirectly incurred by the Fund will vary (See Note 3).
11
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Purchases and redemptions of Fund shares
As of August 31, 2008, the premium on cash purchases and fee on cash redemptions of Fund shares were each 0.17% of the amount invested or redeemed. The redemption fee is only applicable to shares acquired on or after June 30, 2003. The Fund's purchase premium or redemption fee are approximately equal to the weighted average of the purchase premiums and redemptions fees, if any, of the underlying funds in which the Fund was invested as of June 30, 2008. The level of purchase premium and redemption fee for the Fund may be adjusted to account for changes in the Fund's investments (i.e., changes in the percentage of Fund assets allocated to each underlying fund). If the Manager determines that any portion of a cash purchase or redemption is offset by a corresponding cash redemption or purchase occurring on the same day, it will waive the purchase premium or redemption fee in an amount approximately equal to the fee with respect to t hat portion. In addition, the Manager may waive the purchase premium or redemption fee in extraordinary circumstances if the Fund will not incur transaction costs. All purchase premiums and redemption fees are paid to and recorded by the Fund as paid-in capital. The Manager will waive the purchase premium relating to the in-kind portion of a purchase transaction except for estimated or known transaction costs (e.g. stamp duties and transfer taxes) incurred by the Fund in connection with the transfer of the purchasing shareholder's securities to the Fund. In-kind redemption transactions are generally not subject to redemption fees except to the extent those transactions include a cash component. However, when a substantial portion of a Fund is being redeemed, the Fund may charge a redemption fee based on estimated or known transaction costs. The Fund charges no premium for reinvested distributions.
Investment risks
The Fund is subject to the investment risks associated with an investment in the underlying funds, some of which may invest in foreign securities. There are certain additional risks involved in investing in foreign securities that are not inherent in investments in U.S. securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. Additional ly, the investment risks associated with an investment in the underlying funds may be more pronounced to the extent that the underlying funds engage in derivative transactions.
12
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
The Manager determines the allocation of the assets of the Fund among the designated underlying funds. The Manager does not directly charge a management fee or shareholder service fee, but it receives management and shareholder service fees from the underlying funds in which the Fund invests.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 (excluding "Excluded Expenses", as defined below). Excluded Expenses include fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund incurs fees and expenses indirectly as a shareholder in the underlying funds. For the period ended August 31, 2008, these indirect fees and expenses expressed as an annualized percentage of the Fund's average daily net assets were as follows:
Indirect Net Expenses (excluding shareholder service fees) | Indirect Shareholder Service Fees | Total Indirect Expenses | |||||||||
0.617 | % | 0.085 | % | 0.702 | % |
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $3,883 and $2,208, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
13
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments and class exchanges, for the period ended August 31, 2008 aggregated $237,418,092 and $122,392,589, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 24.47% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.01% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and none of the Fund's shares were held by accounts for which the Manager had investment discretion.
7. Share transactions
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 8,794,695 | $ | 138,387,813 | 25,844 | $ | 478,479 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 6,891,903 | 93,523,131 | 6,819,633 | 126,019,627 | |||||||||||||||
Shares repurchased | (5,351,040 | ) | (81,872,722 | ) | (3,144,468 | ) | (60,503,154 | ) | |||||||||||
Purchase premiums | — | 223,845 | — | 742 | |||||||||||||||
Redemption fees | — | 96,304 | — | 76,599 | |||||||||||||||
Net increase (decrease) | 10,335,558 | $ | 150,358,371 | 3,701,009 | $ | 66,072,293 |
14
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
8. Investments in affiliated issuers
A summary of the Fund's transactions in the shares of affiliated issuers during the period ended August 31, 2008 is set forth below:
Affiliate | Value, beginning of period | Purchases | Sales Proceeds | Dividend Income | Distributions of Realized Gains | Value, end of period | |||||||||||||||||||||
GMO Emerging Countries Fund, Class III | $ | 24,331,147 | $ | 2,177,207 | $ | 22,240,591 | $ | — | $ | 2,177,207 | $ | — | |||||||||||||||
GMO Emerging Markets Fund, Class VI | 165,596,573 | 45,799,351 | 33,830,911 | — | 22,440,568 | 126,043,467 | |||||||||||||||||||||
GMO International Growth Equity Fund, Class IV | 283,913,374 | 91,032,024 | 32,976,034 | 5,957,847 | 10,296,359 | 299,747,983 | |||||||||||||||||||||
GMO International Intrinsic Value Fund, Class IV | 281,716,937 | 98,409,510 | 33,345,053 | 4,711,621 | 16,355,190 | 298,849,433 | |||||||||||||||||||||
Totals | $ | 755,558,031 | $ | 237,418,092 | $ | 122,392,589 | $ | 10,669,468 | $ | 51,269,324 | $ | 724,640,883 |
9. Subsequent event
Effective September 30, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.14% of the amount invested or redeemed. Effective October 21, 2008, the premium on cash purchases and fee on cash redemptions were each changed to 0.18% of the amount invested or redeemed.
15
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fact that the Fund does not pay an advisory fee to the Manager under the Fund's investment management agreement, but that the Fund indirectly bears
16
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
advisory fees paid to the Manager by other funds of the Trust in which it invests. The Trustees also considered so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees noted that they had approved renewal of the Manager's investment management agreements with the other funds of the Trust in which the Fund may invest and had concluded that the advisory fees charged to those funds were reasonable, after considering, among other things: possible economies of scale to the Manager in connection with its management of the other funds of the Trust; the Manager's profitability with respect to the other funds of the Trust and the Trust as a whole; information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives to those of the other funds of the Trust; and information provided by the Manager regarding fees paid by its separate account clients with similar objectives.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
17
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
18
GMO International Equity Allocation Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including purchase premiums and redemption fees; and (2) ongoing costs including indirect management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as purchase premiums and redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.70 | % | $ | 1,000.00 | $ | 900.20 | $ | 3.35 | |||||||||||
2) Hypothetical | 0.70 | % | $ | 1,000.00 | $ | 1,021.68 | $ | 3.57 |
* Expenses are calculated using the Class's annualized net expense ratio (including indirect expenses incurred) for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
19
GMO Real Estate Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO Real Estate Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Real Estate Investments | 96.5 | % | |||||
Short-Term Investments | 3.6 | ||||||
Other | (0.1 | ) | |||||
100.0 | % | ||||||
Industry Sector Summary | % of REIT Investments | ||||||
Shopping Centers | 14.1 | % | |||||
Apartments | 13.5 | ||||||
Health Care | 11.7 | ||||||
Regional Malls | 9.7 | ||||||
Industrial | 8.8 | ||||||
Diversified | 8.8 | ||||||
Office Suburban | 8.4 | ||||||
Office Central Business District | 8.2 | ||||||
Storage | 6.9 | ||||||
Hotels | 5.0 | ||||||
Triple Net | 3.4 | ||||||
Manufactured Housing | 1.0 | ||||||
Outlets | 0.5 | ||||||
100.0 | % |
1
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
REAL ESTATE INVESTMENTS — 96.5% | |||||||||||
REAL ESTATE INVESTMENT TRUSTS — 96.5% | |||||||||||
Apartments — 13.0% | |||||||||||
5,500 | American Campus Communities, Inc. | 166,760 | |||||||||
2,774 | Apartment Investment & Management Co.-Class A | 98,308 | |||||||||
5,300 | Avalonbay Communities, Inc. | 530,000 | |||||||||
2,700 | BRE Properties, Inc.-Class A | 130,221 | |||||||||
3,900 | Camden Property Trust | 190,359 | |||||||||
4,500 | Education Realty Trust, Inc. | 49,320 | |||||||||
16,500 | Equity Residential Properties Trust | 696,300 | |||||||||
1,720 | Essex Property Trust, Inc. | 201,842 | |||||||||
3,400 | Home Properties of NY, Inc. | 179,350 | |||||||||
3,800 | Investors Real Estate Trust | 39,254 | |||||||||
2,300 | Mid-America Apartment Communities, Inc. | 115,368 | |||||||||
5,300 | Post Properties, Inc. | 166,685 | |||||||||
5,300 | UDR, Inc. | 131,334 | |||||||||
Total Apartments | 2,695,101 | ||||||||||
Diversified — 8.4% | |||||||||||
400 | Alexander's, Inc. * | 153,640 | |||||||||
2,700 | Colonial Properties Trust | 51,057 | |||||||||
1,300 | DuPont Fabros Technology, Inc. | 22,828 | |||||||||
10,100 | Franklin Street Properties Corp. | 128,573 | |||||||||
2,525 | Gramercy Capital Corp. | 16,892 | |||||||||
1,000 | Pennsylvania Real Estate Investment Trust | 19,850 | |||||||||
12,500 | Vornado Realty Trust | 1,243,250 | |||||||||
3,000 | Washington Real Estate Investment Trust | 106,050 | |||||||||
Total Diversified | 1,742,140 | ||||||||||
Health Care — 11.3% | |||||||||||
16,500 | HCP, Inc. | 597,630 | |||||||||
7,900 | Health Care, Inc. | 409,773 | |||||||||
1,200 | LTC Properties, Inc. | 32,244 | |||||||||
5,000 | Medical Properties Trust, Inc. | 55,200 |
See accompanying notes to the financial statements.
2
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Health Care — continued | |||||||||||
2,200 | National Health Investors, Inc. | 71,940 | |||||||||
8,100 | Nationwide Health Properties | 278,802 | |||||||||
5,900 | Omega Healthcare Investors, Inc. | 105,256 | |||||||||
9,500 | Senior Housing Properties Trust | 205,960 | |||||||||
800 | Universal Health Realty Income Trust | 29,352 | |||||||||
11,900 | Ventas, Inc. | 540,498 | |||||||||
Total Health Care | 2,326,655 | ||||||||||
Hotels — 4.9% | |||||||||||
4,900 | DiamondRock Hospitality Co. | 45,129 | |||||||||
8,500 | Hospitality Properties Trust | 192,780 | |||||||||
49,400 | Host Hotels & Resorts, Inc. | 706,420 | |||||||||
1,100 | Lasalle Hotel Properties | 28,677 | |||||||||
2,300 | Sunstone Hotel Investors, Inc. | 32,614 | |||||||||
Total Hotels | 1,005,620 | ||||||||||
Industrial — 8.5% | |||||||||||
9,600 | AMB Property Corp. | 435,744 | |||||||||
2,500 | DCT Industrial Trust, Inc. | 18,650 | |||||||||
3,800 | Digital Realty Trust, Inc. | 174,306 | |||||||||
1,100 | Eastgroup Properties, Inc. | 48,906 | |||||||||
25,138 | ProLogis | 1,082,442 | |||||||||
Total Industrial | 1,760,048 | ||||||||||
Manufactured Housing — 1.0% | |||||||||||
2,900 | Equity Lifestyle Properties, Inc. | 144,072 | |||||||||
2,900 | Sun Communities, Inc. | 55,999 | |||||||||
Total Manufactured Housing | 200,071 | ||||||||||
Office Central Business District — 7.9% | |||||||||||
7,900 | BioMed Realty Trust, Inc. | 211,562 | |||||||||
10,800 | Boston Properties, Inc. | 1,106,676 | |||||||||
5,000 | Douglas Emmett, Inc. | 118,350 |
See accompanying notes to the financial statements.
3
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Office Central Business District — continued | |||||||||||
700 | Maguire Properties, Inc. | 7,924 | |||||||||
2,223 | SL Green Realty Corp. | 191,178 | |||||||||
Total Office Central Business District | 1,635,690 | ||||||||||
Office Suburban — 8.1% | |||||||||||
3,200 | Alexandria Real Estate Equity, Inc. | 344,672 | |||||||||
1,389 | Brandywine Realty Trust | 24,169 | |||||||||
800 | Corporate Office Properties Trust | 31,280 | |||||||||
10,900 | Duke Realty Investments | 272,827 | |||||||||
3,000 | Highwoods Properties, Inc. | 108,810 | |||||||||
23,700 | HRPT Properties Trust | 179,646 | |||||||||
2,000 | Kilroy Realty Corp. | 100,100 | |||||||||
9,200 | Liberty Property Trust | 347,392 | |||||||||
6,100 | Mack-Cali Realty Corp. | 246,562 | |||||||||
400 | PS Business Parks, Inc. | 21,532 | |||||||||
Total Office Suburban | 1,676,990 | ||||||||||
Outlets — 0.5% | |||||||||||
2,500 | Tanger Factory Outlet Centers, Inc. | 100,300 | |||||||||
Regional Malls — 9.3% | |||||||||||
6,200 | CBL & Associates Properties, Inc. | 134,478 | |||||||||
4,900 | General Growth Properties | 127,057 | |||||||||
2,000 | Macerich Co. | 123,860 | |||||||||
14,600 | Simon Property Group, Inc. | 1,385,248 | |||||||||
3,100 | Taubman Centers, Inc. | 150,474 | |||||||||
Total Regional Malls | 1,921,117 | ||||||||||
Shopping Centers — 13.6% | |||||||||||
2,200 | Acadia Realty Trust | 52,250 | |||||||||
2,900 | Cedar Shopping Centers, Inc. | 37,990 | |||||||||
10,800 | Developers Diversified Realty Corp. | 361,908 | |||||||||
6,600 | Equity One, Inc. | 138,534 | |||||||||
5,300 | Federal Realty Investment Trust | 402,164 |
See accompanying notes to the financial statements.
4
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||
Shopping Centers — continued | |||||||||||
5,700 | Inland Real Estate Corp. | 85,728 | |||||||||
24,158 | Kimco Realty Corp. | 897,228 | |||||||||
2,000 | Kite Realty Group Trust | 24,380 | |||||||||
6,500 | Regency Centers Corp. | 402,805 | |||||||||
1,800 | Saul Centers, Inc. | 82,296 | |||||||||
3,200 | Urstadt Biddle Properties, Inc. | 54,496 | |||||||||
8,300 | Weingarten Realty Investors | 274,315 | |||||||||
Total Shopping Centers | 2,814,094 | ||||||||||
Storage — 6.7% | |||||||||||
4,100 | Extra Space Storage, Inc. | 64,575 | |||||||||
14,114 | Public Storage, Inc. | 1,246,549 | |||||||||
1,700 | Sovran Self Storage | 65,450 | |||||||||
Total Storage | 1,376,574 | ||||||||||
Triple Net — 3.3% | |||||||||||
2,400 | Entertainment Properties Trust | 130,248 | |||||||||
3,000 | Getty Realty Corp. | 62,790 | |||||||||
5,500 | Lexington Corporate Properties Trust | 82,005 | |||||||||
7,200 | National Retail Properties, Inc. | 163,368 | |||||||||
9,500 | Realty Income Corp. | 243,960 | |||||||||
Total Triple Net | 682,371 | ||||||||||
TOTAL REAL ESTATE INVESTMENT TRUSTS (COST $22,089,128) | 19,936,771 | ||||||||||
TOTAL REAL ESTATE INVESTMENTS (COST $22,089,128) | 19,936,771 |
See accompanying notes to the financial statements.
5
GMO Real Estate Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares / Par Value ($) | Description | Value ($) | |||||||||
SHORT-TERM INVESTMENTS — 3.6% | |||||||||||
Money Market Funds — 1.7% | |||||||||||
345,564 | State Street Institutional Treasury Money Market Fund-Institutional Class | 345,564 | |||||||||
Other Short-Term Investments — 1.9% | |||||||||||
400,000 | U.S. Treasury Bill, 1.70%, due 01/22/09 (a) | 397,342 | |||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $742,704) | 742,906 | ||||||||||
TOTAL INVESTMENTS — 100.1% (Cost $22,831,832) | 20,679,677 | ||||||||||
Other Assets and Liabilities (net) — (0.1%) | (28,961 | ) | |||||||||
TOTAL NET ASSETS — 100.0% | $ | 20,650,716 |
Notes to Schedule of Investments:
* Non-income producing security.
(a) Rate shown represents yield-to-maturity.
See accompanying notes to the financial statements.
6
GMO Real Estate Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $22,831,832) (Note 2) | $ | 20,679,677 | |||||
Dividends and interest receivable | 13,990 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 6,076 | ||||||
Total assets | 20,699,743 | ||||||
Liabilities: | |||||||
Payable for investments purchased | 5,983 | ||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 5,765 | ||||||
Shareholder service fee | 2,620 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 59 | ||||||
Accrued expenses | 34,600 | ||||||
Total liabilities | 49,027 | ||||||
Net assets | $ | 20,650,716 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 23,093,803 | |||||
Accumulated undistributed net investment income | 437,783 | ||||||
Distributions in excess of net realized gain | (728,715 | ) | |||||
Net unrealized depreciation | (2,152,155 | ) | |||||
$ | 20,650,716 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 20,650,716 | |||||
Shares outstanding: | |||||||
Class III | 2,554,383 | ||||||
Net asset value per share: | |||||||
Class III | $ | 8.08 |
See accompanying notes to the financial statements.
7
GMO Real Estate Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 490,926 | |||||
Interest | 4,196 | ||||||
Total investment income | 495,122 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 34,871 | ||||||
Shareholder service fee – Class III (Note 3) | 15,850 | ||||||
Custodian, fund accounting agent and transfer agent fees | 5,612 | ||||||
Audit and tax fees | 27,509 | ||||||
Legal fees | 184 | ||||||
Trustees fees and related expenses (Note 3) | 117 | ||||||
Registration fees | 1,012 | ||||||
Miscellaneous | 184 | ||||||
Total expenses | 85,339 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (34,500 | ) | |||||
Expense reductions (Note 2) | (6 | ) | |||||
Net expenses | 50,833 | ||||||
Net investment income (loss) | 444,289 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (477,239 | ) | |||||
Change in net unrealized appreciation (depreciation) on investments | 1,329,043 | ||||||
Net realized and unrealized gain (loss) | 851,804 | ||||||
Net increase (decrease) in net assets resulting from operations | $ | 1,296,093 |
See accompanying notes to the financial statements.
8
GMO Real Estate Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 444,289 | $ | 1,085,345 | |||||||
Net realized gain (loss) | (477,239 | ) | 2,263,639 | ||||||||
Change in net unrealized appreciation (depreciation) | 1,329,043 | (11,549,632 | ) | ||||||||
Net increase (decrease) in net assets from operations | 1,296,093 | (8,200,648 | ) | ||||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (325,570 | ) | (360,012 | ) | |||||||
Net realized gains | |||||||||||
Class III | (320,811 | ) | (5,263,497 | ) | |||||||
(646,381 | ) | (5,623,509 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | 535,719 | (4,360,814 | ) | ||||||||
Total increase (decrease) in net assets | 1,185,431 | (18,184,971 | ) | ||||||||
Net assets: | |||||||||||
Beginning of period | 19,465,285 | 37,650,256 | |||||||||
End of period (including accumulated undistributed net investment income of $437,783 and $319,064, respectively) | $ | 20,650,716 | $ | 19,465,285 |
See accompanying notes to the financial statements.
9
GMO Real Estate Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 7.85 | $ | 12.87 | $ | 12.27 | $ | 14.54 | $ | 14.65 | $ | 10.49 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.18 | 0.40 | 0.38 | 0.61 | 0.59 | 0.58 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | 0.31 | (3.29 | ) | 2.72 | 3.24 | 1.55 | 4.01 | ||||||||||||||||||||
Total from investment operations | 0.49 | (2.89 | ) | 3.10 | 3.85 | 2.14 | 4.59 | ||||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.13 | ) | (0.14 | ) | (0.31 | ) | (0.40 | ) | (0.87 | ) | (0.43 | ) | |||||||||||||||
From net realized gains | (0.13 | ) | (1.99 | ) | (2.19 | ) | (5.72 | ) | (1.38 | ) | — | ||||||||||||||||
Total distributions | (0.26 | ) | (2.13 | ) | (2.50 | ) | (6.12 | ) | (2.25 | ) | (0.43 | ) | |||||||||||||||
Net asset value, end of period | $ | 8.08 | $ | 7.85 | $ | 12.87 | $ | 12.27 | $ | 14.54 | $ | 14.65 | |||||||||||||||
Total Return(a) | 6.65 | %** | (24.04 | )% | 29.76 | % | 28.89 | % | 16.01 | % | 44.56 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 20,651 | $ | 19,465 | $ | 37,650 | $ | 41,391 | $ | 235,837 | $ | 191,458 | |||||||||||||||
Net expenses to average daily net assets | 0.48 | %(b)* | 0.48 | % | 0.48 | % | 0.48 | % | 0.48 | % | 0.52 | % | |||||||||||||||
Net investment income to average daily net assets | 4.20 | %* | 3.78 | % | 3.24 | % | 3.91 | % | 4.13 | % | 4.61 | % | |||||||||||||||
Portfolio turnover rate | 12 | %** | 49 | % | 43 | % | 52 | % | 134 | % | 56 | % | |||||||||||||||
Fees and expenses reimbursed and/or waived by the Manager to average daily net assets: | 0.33 | %* | 0.22 | % | 0.28 | % | 0.25 | % | 0.25 | % | 0.24 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed and/or waived during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
10
GMO Real Estate Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO Real Estate Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks high total return. The Fund seeks to achieve its objective by outperforming the MSCI U.S. REIT Index. The Fund typically makes equity investments in U.S. companies that issue stocks included in the MSCI U.S. REIT Index, and in companies with similar characteristics.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it
11
GMO Real Estate Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | 20,334,113 | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | 345,564 | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | 20,679,677 | $ | — | |||||||
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The Fund held no investments or other financial instruments at either February 29, 2008 or August 31, 2008, whose fair value was determined using Level 3 inputs.
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and
12
GMO Real Estate Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and Liabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. The Fund had no futures contracts outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after
13
GMO Real Estate Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, semiannually, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $98,433.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 22,992,923 | $ | 847,378 | $ | (3,160,624 | ) | $ | (2,313,246 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes – an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
14
GMO Real Estate Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. Distributions paid by real estate investment trusts ("REITs") in excess of their income are recorded as reductions of the cost of the related investments which increases/decreases the realized gains/losses as applicable. If the Fund no longer owns the applicable securities, any dist ributions received in excess of income are recorded as realized gains. Dividends representing a return of capital are reflected as a reduction of cost, when the amount of the return of capital is conclusively determined. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Investment risks
There are certain additional risks involved in investing in REITs rather than a more diversified portfolio of investments. Since the Fund's investments are concentrated in real-estate related securities, the value of its shares can be expected to change in light of factors affecting the real estate industry, including local or regional economic conditions, changes in zoning laws, changes in real estate value and property taxes, and changes in interest rates. The value of the Fund's shares may fluctuate more widely than the value of shares of a portfolio that invests in a broader range of industries.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The
15
GMO Real Estate Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.33% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.33% of the Fund's average daily net assets. Excluded Expenses include shareholder service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3 (c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $117 and $0, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $2,672,904 and $2,301,340, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there
16
GMO Real Estate Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 86.30% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund by or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.50% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 72.24% of the Fund's shares were held by accounts for which the Manager has investment discretion.
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | 26,350 | $ | 200,000 | 12,826 | $ | 100,698 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 51,098 | 364,841 | 514,775 | 4,830,216 | |||||||||||||||
Shares repurchased | (3,461 | ) | (29,122 | ) | (973,250 | ) | (9,291,728 | ) | |||||||||||
Net increase (decrease) | 73,987 | $ | 535,719 | (445,649 | ) | $ | (4,360,814 | ) |
17
GMO Real Estate Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one-, five- and ten-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and t he overall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout
18
GMO Real Estate Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund groups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
19
GMO Real Estate Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.48 | % | $ | 1,000.00 | $ | 1,066.50 | $ | 2.50 | |||||||||||
2) Hypothetical | 0.48 | % | $ | 1,000.00 | $ | 1,022.79 | $ | 2.45 |
* Expenses are calculated using the Class's annualized expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
20
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Semiannual Report
August 31, 2008
For a free copy of the Fund's proxy voting guidelines, shareholders may call 1-617-346-7646 (collect), visit GMO's website at www.gmo.com, or visit the Securities and Exchange Commission's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on GMO's website at www.gmo.com, or on the Securities and Exchange Commission's website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarter of each fiscal year on Form N-Q, which is available on the Commission's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund has a policy with respect to disclosure of portfolio holdings under which it may also make available on GMO's website at www.gmo.com a complete schedule of portfolio holdings.
This report is prepared for the general information of shareholders. It is authorized for distribution to prospective investors only when preceded or accompanied by a prospectus for the GMO Trust, which contains a complete discussion of the risks associated with an investment in this Fund and other important information. The GMO Trust prospectus can be obtained at www.gmo.com.
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Investments Concentration Summary
August 31, 2008 (Unaudited)
Asset Class Summary | % of Total Net Assets | ||||||
Common Stocks | 96.4 | % | |||||
Short-Term Investments | 3.4 | ||||||
Futures | 0.1 | ||||||
Rights and Warrants | 0.0 | ||||||
Other | 0.1 | ||||||
100.0 | % | ||||||
Industry Sector Summary | % of Equity Investments | ||||||
Energy | 25.5 | % | |||||
Health Care | 19.3 | ||||||
Financials | 15.5 | ||||||
Consumer Staples | 13.4 | ||||||
Information Technology | 9.4 | ||||||
Consumer Discretionary | 8.1 | ||||||
Industrials | 7.1 | ||||||
Materials | 0.9 | ||||||
Telecommunication Services | 0.7 | ||||||
Utilities | 0.1 | ||||||
100.0 | % |
1
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
COMMON STOCKS — 96.4% | |||||||||||||||
Consumer Discretionary — 7.8% | |||||||||||||||
500 | Abercrombie & Fitch Co.-Class A | 26,225 | |||||||||||||
300 | Advance Auto Parts, Inc. | 12,912 | |||||||||||||
500 | American Eagle Outfitters, Inc. | 7,525 | |||||||||||||
300 | Apollo Group, Inc.-Class A * | 19,104 | |||||||||||||
2,400 | AutoNation, Inc. * | 27,240 | |||||||||||||
200 | AutoZone, Inc. * | 27,446 | |||||||||||||
1,500 | Bed Bath & Beyond, Inc. * | 45,990 | |||||||||||||
300 | Best Buy Co., Inc. | 13,431 | |||||||||||||
200 | Black & Decker Corp. | 12,650 | |||||||||||||
400 | BorgWarner, Inc. | 16,540 | |||||||||||||
700 | Brunswick Corp. | 9,653 | |||||||||||||
1,000 | Career Education Corp. * | 18,750 | |||||||||||||
900 | Centex Corp. | 14,598 | |||||||||||||
900 | Coach, Inc. * | 26,091 | |||||||||||||
1,700 | D.R. Horton, Inc. | 21,182 | |||||||||||||
500 | Discovery Holding Co.-Class A * | 10,115 | |||||||||||||
800 | Dollar Tree, Inc. * | 30,688 | |||||||||||||
900 | Family Dollar Stores, Inc. | 22,428 | |||||||||||||
3,000 | Gannett Co., Inc. | 53,370 | |||||||||||||
2,200 | Gap (The), Inc. | 42,790 | |||||||||||||
2,300 | General Motors Corp. | 23,000 | |||||||||||||
600 | Harley-Davidson, Inc. | 23,868 | |||||||||||||
21,900 | Home Depot, Inc. | 593,928 | |||||||||||||
300 | ITT Educational Services, Inc. * | 26,673 | |||||||||||||
1,100 | Johnson Controls, Inc. | 34,012 | |||||||||||||
600 | KB Home | 12,480 | |||||||||||||
1,400 | Kohl's Corp. * | 68,838 | |||||||||||||
1,300 | Lennar Corp.-Class A | 17,095 | |||||||||||||
1,100 | Liz Claiborne, Inc. | 17,831 | |||||||||||||
11,200 | Lowe's Cos., Inc. | 275,968 | |||||||||||||
700 | McDonald's Corp. | 43,435 | |||||||||||||
431 | MDC Holdings, Inc. | 17,865 |
See accompanying notes to the financial statements.
2
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Discretionary — continued | |||||||||||||||
200 | Mohawk Industries, Inc. * | 13,810 | |||||||||||||
400 | Nike, Inc.-Class B | 24,244 | |||||||||||||
800 | Office Depot, Inc. * | 5,632 | |||||||||||||
1,000 | O'Reilly Automotive, Inc.* | 29,120 | |||||||||||||
800 | Penske Auto Group, Inc. | 10,600 | |||||||||||||
700 | Pulte Homes, Inc. | 10,157 | |||||||||||||
4,300 | Staples, Inc. | 104,060 | |||||||||||||
2,900 | Target Corp. | 153,758 | |||||||||||||
900 | Toll Brothers, Inc. * | 22,392 | |||||||||||||
Total Consumer Discretionary | 1,987,494 | ||||||||||||||
Consumer Staples — 12.9% | |||||||||||||||
400 | Alberto-Culver Co. | 10,464 | |||||||||||||
9,600 | Altria Group, Inc. | 201,888 | |||||||||||||
1,900 | Archer-Daniels-Midland Co. | 48,374 | |||||||||||||
300 | Avon Products, Inc. | 12,849 | |||||||||||||
300 | BJ's Wholesale Club, Inc. * | 11,409 | |||||||||||||
9,700 | Coca-Cola Co. (The) | 505,079 | |||||||||||||
1,500 | Coca-Cola Enterprises, Inc. | 25,605 | |||||||||||||
900 | Colgate-Palmolive Co. | 68,427 | |||||||||||||
1,200 | Costco Wholesale Corp. | 80,472 | |||||||||||||
1,200 | CVS Caremark Corp. | 43,920 | |||||||||||||
300 | Energizer Holdings, Inc. * | 25,482 | |||||||||||||
300 | Estee Lauder Cos. (The), Inc.-Class A | 14,931 | |||||||||||||
500 | General Mills, Inc. | 33,090 | |||||||||||||
200 | HJ Heinz Co. | 10,064 | |||||||||||||
200 | Kellogg Co. | 10,888 | |||||||||||||
800 | Kimberly-Clark Corp. | 49,344 | |||||||||||||
1,107 | Kraft Foods, Inc. | 34,882 | |||||||||||||
300 | Pepsi Bottling Group (The), Inc. | 8,874 | |||||||||||||
600 | PepsiAmericas, Inc. | 14,058 | |||||||||||||
5,700 | PepsiCo, Inc. | 390,336 | |||||||||||||
2,700 | Philip Morris International, Inc. | 144,990 | |||||||||||||
6,900 | Procter & Gamble Co. (The) | 481,413 |
See accompanying notes to the financial statements.
3
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Consumer Staples — continued | |||||||||||||||
875 | Supervalu, Inc. | 20,291 | |||||||||||||
824 | Tyson Foods, Inc.-Class A | 11,964 | |||||||||||||
200 | UST, Inc. | 10,718 | |||||||||||||
4,800 | Walgreen Co. | 174,864 | |||||||||||||
14,200 | Wal-Mart Stores, Inc. | 838,794 | |||||||||||||
200 | WM Wrigley Jr. Co. | 15,896 | |||||||||||||
Total Consumer Staples | 3,299,366 | ||||||||||||||
Energy — 24.6% | |||||||||||||||
1,900 | Anadarko Petroleum Corp. | 117,287 | |||||||||||||
2,410 | Apache Corp. | 275,656 | |||||||||||||
100 | Baker Hughes, Inc. | 8,001 | |||||||||||||
1,400 | BJ Services Co. | 37,590 | |||||||||||||
1,600 | Chesapeake Energy Corp. | 77,440 | |||||||||||||
16,300 | Chevron Corp. | 1,407,016 | |||||||||||||
300 | Cimarex Energy Co. | 16,662 | |||||||||||||
12,229 | ConocoPhillips | 1,009,015 | |||||||||||||
1,700 | Devon Energy Corp. | 173,485 | |||||||||||||
200 | Encore Acquisition Co. * | 10,312 | |||||||||||||
730 | EOG Resources, Inc. | 76,227 | |||||||||||||
25,500 | Exxon Mobil Corp. | 2,040,255 | |||||||||||||
300 | Forest Oil Corp. * | 17,076 | |||||||||||||
300 | Helix Energy Solutions Group, Inc. * | 9,231 | |||||||||||||
400 | Helmerich & Payne, Inc. | 22,848 | |||||||||||||
1,000 | Hess Corp. | 104,710 | |||||||||||||
700 | Murphy Oil Corp. | 54,971 | |||||||||||||
900 | Nabors Industries Ltd. * | 32,067 | |||||||||||||
200 | Newfield Exploration Co. * | 9,044 | |||||||||||||
200 | Noble Corp. | 10,058 | |||||||||||||
400 | Noble Energy, Inc. | 28,692 | |||||||||||||
5,100 | Occidental Petroleum Corp. | 404,736 | |||||||||||||
1,300 | Patterson-UTI Energy, Inc. | 36,946 | |||||||||||||
200 | Plains Exploration & Production Co. * | 10,780 | |||||||||||||
300 | St. Mary Land & Exploration Co. | 12,666 |
See accompanying notes to the financial statements.
4
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Energy — continued | |||||||||||||||
500 | Sunoco, Inc. | 22,190 | |||||||||||||
200 | Transocean, Inc. * | 25,440 | |||||||||||||
300 | Unit Corp. * | 20,319 | |||||||||||||
4,000 | Valero Energy Corp. | 139,040 | |||||||||||||
200 | W&T Offshore, Inc. | 7,032 | |||||||||||||
900 | Weatherford International Ltd. * | 34,722 | |||||||||||||
100 | Whiting Petroleum Corp. * | 9,624 | |||||||||||||
Total Energy | 6,261,138 | ||||||||||||||
Financials — 15.0% | |||||||||||||||
800 | ACE Ltd. | 42,088 | |||||||||||||
1,200 | Aflac, Inc. | 68,040 | |||||||||||||
7,500 | Allstate Corp. (The) | 338,475 | |||||||||||||
400 | American Financial Group, Inc. | 11,412 | |||||||||||||
13,700 | American International Group, Inc. | 294,413 | |||||||||||||
1,500 | Annaly Capital Management, Inc. | 22,440 | |||||||||||||
500 | AON Corp. | 23,745 | |||||||||||||
200 | Arch Capital Group Ltd. * | 13,952 | |||||||||||||
700 | Associated Banc Corp. | 12,250 | |||||||||||||
400 | Assurant, Inc. | 23,372 | |||||||||||||
300 | Axis Capital Holdings Ltd. | 10,029 | |||||||||||||
16,267 | Bank of America Corp. | 506,554 | |||||||||||||
2,800 | BB&T Corp. | 84,000 | |||||||||||||
270 | BlackRock, Inc. | 58,658 | |||||||||||||
200 | Boston Properties, Inc. REIT | 20,494 | |||||||||||||
600 | Capital One Financial Corp. | 26,484 | |||||||||||||
4,200 | Chubb Corp. | 201,642 | |||||||||||||
25,500 | Citigroup, Inc. | 484,245 | |||||||||||||
1,300 | Comerica, Inc. | 36,517 | |||||||||||||
300 | Endurance Specialty Holdings Ltd. | 9,786 | |||||||||||||
600 | Equity Residential REIT | 25,320 | |||||||||||||
100 | Essex Property Trust, Inc. REIT | 11,735 | |||||||||||||
300 | Everest Re Group Ltd. | 24,639 | |||||||||||||
6,400 | Fannie Mae | 43,776 |
See accompanying notes to the financial statements.
5
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
1,000 | Fifth Third Bancorp | 15,780 | |||||||||||||
800 | First American Corp. | 20,216 | |||||||||||||
1,200 | First Horizon National Corp. | 13,476 | |||||||||||||
600 | Freddie Mac | 2,706 | |||||||||||||
100 | Goldman Sachs Group, Inc. | 16,397 | |||||||||||||
1,500 | Hartford Financial Services Group (The), Inc. | 94,620 | |||||||||||||
900 | HCC Insurance Holdings, Inc. | 22,662 | |||||||||||||
300 | HCP, Inc. REIT | 10,866 | |||||||||||||
300 | Health Care REIT, Inc. | 15,561 | |||||||||||||
2,700 | Hudson City Bancorp, Inc. | 49,788 | |||||||||||||
400 | JPMorgan Chase & Co. | 15,396 | |||||||||||||
500 | KeyCorp | 6,005 | |||||||||||||
700 | Leucadia National Corp. | 32,403 | |||||||||||||
1,200 | Marshall & Ilsley Corp. | 18,480 | |||||||||||||
1,600 | MBIA, Inc. | 25,952 | |||||||||||||
500 | MetLife, Inc. | 27,100 | |||||||||||||
900 | MGIC Investment Corp. | 7,569 | |||||||||||||
800 | Morgan Stanley | 32,664 | |||||||||||||
300 | Nasdaq OMX Group (The), Inc. * | 9,807 | |||||||||||||
2,575 | Old Republic International Corp. | 28,145 | |||||||||||||
200 | PartnerRe Ltd. | 13,782 | |||||||||||||
1,600 | Popular, Inc. | 13,040 | |||||||||||||
4,400 | Progressive Corp. (The) | 81,268 | |||||||||||||
800 | Protective Life Corp. | 29,032 | |||||||||||||
200 | Public Storage | 17,664 | |||||||||||||
300 | Reinsurance Group of America, Inc. | 14,448 | |||||||||||||
500 | Safeco Corp. | 33,800 | |||||||||||||
600 | SLM Corp. * | 9,906 | |||||||||||||
200 | StanCorp Financial Group, Inc. | 9,802 | |||||||||||||
200 | State Street Corp. | 13,534 | |||||||||||||
300 | Suntrust Banks, Inc. | 12,567 | |||||||||||||
1,300 | Synovus Financial Corp. | 11,960 | |||||||||||||
200 | T. Rowe Price Group, Inc. | 11,872 | |||||||||||||
700 | Torchmark Corp. | 41,818 |
See accompanying notes to the financial statements.
6
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Financials — continued | |||||||||||||||
7,000 | Travelers Cos. (The), Inc. | 309,120 | |||||||||||||
600 | UnionBanCal Corp. | 44,208 | |||||||||||||
800 | Unum Group | 20,328 | |||||||||||||
4,300 | US Bancorp | 136,998 | |||||||||||||
1,700 | W.R. Berkley Corp. | 40,052 | |||||||||||||
2,100 | Wachovia Corp. | 33,369 | |||||||||||||
4,500 | Washington Mutual, Inc. | 18,225 | |||||||||||||
500 | Wells Fargo & Co. | 15,135 | |||||||||||||
600 | XL Capital Ltd.-Class A | 12,060 | |||||||||||||
400 | Zions Bancorporation | 10,736 | |||||||||||||
Total Financials | 3,814,383 | ||||||||||||||
Health Care — 18.6% | |||||||||||||||
1,900 | Abbott Laboratories | 109,117 | |||||||||||||
400 | Aetna, Inc. | 17,256 | |||||||||||||
2,400 | AmerisourceBergen Corp. | 98,424 | |||||||||||||
2,100 | Amgen, Inc. * | 131,985 | |||||||||||||
300 | Applied Biosystems, Inc. | 10,947 | |||||||||||||
1,900 | Biogen Idec, Inc. * | 96,767 | |||||||||||||
100 | Bristol-Myers Squibb Co. | 2,134 | |||||||||||||
2,400 | Cardinal Health, Inc. | 131,952 | |||||||||||||
200 | Charles River Laboratories International, Inc. * | 13,122 | |||||||||||||
2,100 | Coventry Health Care, Inc. * | 73,542 | |||||||||||||
2,900 | Eli Lilly & Co. | 135,285 | |||||||||||||
500 | Endo Pharmaceuticals Holdings, Inc. * | 11,360 | |||||||||||||
1,100 | Express Scripts, Inc. * | 80,751 | |||||||||||||
2,300 | Forest Laboratories, Inc. * | 82,087 | |||||||||||||
600 | Genzyme Corp. * | 46,980 | |||||||||||||
2,200 | Gilead Sciences, Inc. * | 115,896 | |||||||||||||
500 | Health Net, Inc. * | 13,825 | |||||||||||||
700 | Invitrogen Corp. * | 29,722 | |||||||||||||
12,400 | Johnson & Johnson | 873,332 | |||||||||||||
1,900 | King Pharmaceuticals, Inc. * | 21,736 | |||||||||||||
400 | Lincare Holdings, Inc. * | 13,200 |
See accompanying notes to the financial statements.
7
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Health Care — continued | |||||||||||||||
4,500 | McKesson Corp. | 260,010 | |||||||||||||
600 | Medco Health Solutions, Inc. * | 28,110 | |||||||||||||
1,900 | Medtronic, Inc. | 103,740 | |||||||||||||
2,400 | Merck & Co., Inc. | 85,608 | |||||||||||||
400 | Patterson Cos., Inc. * | 13,016 | |||||||||||||
200 | Pediatrix Medical Group, Inc. * | 11,390 | |||||||||||||
40,100 | Pfizer, Inc. | 766,311 | |||||||||||||
600 | Quest Diagnostics, Inc. | 32,430 | |||||||||||||
1,300 | Stryker Corp. | 87,347 | |||||||||||||
21,167 | UnitedHealth Group, Inc. | 644,535 | |||||||||||||
5,500 | WellPoint, Inc. * | 290,345 | |||||||||||||
2,200 | Wyeth | 95,216 | |||||||||||||
3,000 | Zimmer Holdings, Inc. * | 217,170 | |||||||||||||
Total Health Care | 4,744,648 | ||||||||||||||
Industrials — 6.8% | |||||||||||||||
1,300 | 3M Co. | 93,080 | |||||||||||||
200 | AGCO Corp. * | 12,326 | |||||||||||||
1,700 | Avis Budget Group, Inc. * | 12,954 | |||||||||||||
320 | Burlington Northern Santa Fe Corp. | 34,368 | |||||||||||||
500 | CH Robinson Worldwide, Inc. | 26,055 | |||||||||||||
600 | Copart, Inc. * | 26,406 | |||||||||||||
700 | CSX Corp. | 45,276 | |||||||||||||
1,400 | Danaher Corp. | 114,198 | |||||||||||||
2,000 | Deere & Co. | 141,140 | |||||||||||||
200 | Emerson Electric Co. | 9,360 | |||||||||||||
100 | FedEx Corp. | 8,282 | |||||||||||||
100 | Flowserve Corp. | 13,212 | |||||||||||||
2,400 | General Dynamics Corp. | 221,520 | |||||||||||||
13,500 | General Electric Co. | 379,350 | |||||||||||||
292 | Ingersoll-Rand | 10,784 | |||||||||||||
400 | Kennametal, Inc. | 14,092 | |||||||||||||
800 | L-3 Communications Holdings, Inc. | 83,152 | |||||||||||||
200 | Manpower, Inc. | 9,612 |
See accompanying notes to the financial statements.
8
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Industrials — continued | |||||||||||||||
1,200 | Masco Corp. | 22,872 | |||||||||||||
200 | Norfolk Southern Corp. | 14,706 | |||||||||||||
300 | Northrop Grumman Corp. | 20,655 | |||||||||||||
700 | Paccar, Inc. | 30,142 | |||||||||||||
1,050 | Parker-Hannifin Corp. | 67,274 | |||||||||||||
500 | Raytheon Co. | 29,995 | |||||||||||||
200 | Rockwell Collins, Inc. | 10,518 | |||||||||||||
200 | Ryder Systems, Inc. | 12,904 | |||||||||||||
100 | SPX Corp. | 11,925 | |||||||||||||
2,175 | Tyco International Ltd. | 93,264 | |||||||||||||
500 | United Parcel Service, Inc.-Class B | 32,060 | |||||||||||||
1,800 | United Technologies Corp. | 118,062 | |||||||||||||
200 | URS Corp. * | 9,592 | |||||||||||||
700 | YRC Worldwide, Inc. * | 12,670 | |||||||||||||
Total Industrials | 1,741,806 | ||||||||||||||
Information Technology — 9.0% | |||||||||||||||
200 | Affiliated Computer Services, Inc.-Class A * | 10,648 | |||||||||||||
13,200 | Cisco Systems, Inc. * | 317,460 | |||||||||||||
300 | Citrix Systems, Inc. * | 9,081 | |||||||||||||
400 | Cypress Semiconductor Corp. * | 12,968 | |||||||||||||
3,100 | Dell, Inc. * | 67,363 | |||||||||||||
4,400 | eBay, Inc. * | 109,692 | |||||||||||||
1,500 | EMC Corp. * | 22,920 | |||||||||||||
200 | Factset Research Systems, Inc. | 12,542 | |||||||||||||
900 | Fiserv, Inc. * | 46,674 | |||||||||||||
300 | Global Payments, Inc. | 14,463 | |||||||||||||
170 | Google, Inc.-Class A * | 78,759 | |||||||||||||
300 | Hewitt Associates, Inc.-Class A * | 12,063 | |||||||||||||
1,300 | Hewlett-Packard Co. | 60,996 | |||||||||||||
1,700 | Ingram Micro, Inc.-Class A * | 32,147 | |||||||||||||
1,200 | Intel Corp. | 27,444 | |||||||||||||
910 | International Business Machines Corp. | 110,774 | |||||||||||||
1,200 | Juniper Networks, Inc. * | 30,840 |
See accompanying notes to the financial statements.
9
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
Information Technology — continued | |||||||||||||||
300 | Lam Research Corp. * | 11,028 | |||||||||||||
800 | Lexmark International, Inc. * | 28,776 | |||||||||||||
20,300 | Microsoft Corp. | 553,987 | |||||||||||||
13,600 | Oracle Corp. * | 298,248 | |||||||||||||
700 | QLogic Corp. * | 13,076 | |||||||||||||
6,200 | Qualcomm, Inc. | 326,430 | |||||||||||||
400 | Sybase, Inc. * | 13,764 | |||||||||||||
700 | Tech Data Corp. * | 23,898 | |||||||||||||
200 | VeriSign, Inc. * | 6,394 | |||||||||||||
1,800 | Western Digital Corp. * | 49,068 | |||||||||||||
Total Information Technology | 2,301,503 | ||||||||||||||
Materials — 0.9% | |||||||||||||||
300 | Air Products & Chemicals, Inc. | 27,555 | |||||||||||||
600 | Cabot Corp. | 16,602 | |||||||||||||
300 | Commercial Metals Co. | 7,809 | |||||||||||||
600 | Dow Chemical Co. (The) | 20,478 | |||||||||||||
400 | FMC Corp. | 29,416 | |||||||||||||
600 | Newmont Mining Corp. | 27,060 | |||||||||||||
1,100 | Nucor Corp. | 57,750 | |||||||||||||
200 | Reliance Steel & Aluminum Co. | 11,402 | |||||||||||||
400 | Sigma-Aldrich Corp. | 22,704 | |||||||||||||
Total Materials | 220,776 | ||||||||||||||
Telecommunication Services — 0.7% | |||||||||||||||
2,258 | AT&T, Inc. | 72,233 | |||||||||||||
2,952 | Verizon Communications, Inc. | 103,674 | |||||||||||||
Total Telecommunication Services | 175,907 | ||||||||||||||
Utilities — 0.1% | |||||||||||||||
300 | FirstEnergy Corp. | 21,792 | |||||||||||||
TOTAL COMMON STOCKS (COST $28,343,789) | 24,568,813 |
See accompanying notes to the financial statements.
10
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
(showing percentage of total net assets)
August 31, 2008 (Unaudited)
Shares | Description | Value ($) | |||||||||||||
RIGHTS AND WARRANTS — 0.0% | |||||||||||||||
Information Technology — 0.0% | |||||||||||||||
800 | Seagate Technology, Inc. Rights * (a) | 8 | |||||||||||||
TOTAL RIGHTS AND WARRANTS (COST $0) | 8 | ||||||||||||||
SHORT-TERM INVESTMENTS — 3.4% | |||||||||||||||
Money Market Funds — 3.4% | |||||||||||||||
870,626 | State Street Institutional Treasury Money Market Fund-Institutional Class | 870,626 | |||||||||||||
TOTAL SHORT-TERM INVESTMENTS (COST $870,626) | 870,626 | ||||||||||||||
TOTAL INVESTMENTS — 99.8% (Cost $29,214,415) | 25,439,447 | ||||||||||||||
Other Assets and Liabilities (net) — 0.2% | 44,307 | ||||||||||||||
TOTAL NET ASSETS — 100.0% | $ | 25,483,754 |
See accompanying notes to the financial statements.
11
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Schedule of Investments — (Continued)
August 31, 2008 (Unaudited)
A summary of outstanding financial instruments at August 31, 2008 is as follows:
Futures Contracts
Number of Contracts | Type | Expiration Date | Contract Value | Net Unrealized Appreciation (Depreciation) | |||||||||||||||
Buys | |||||||||||||||||||
8 | S&P 500 E-Mini | September 2008 | $ | 513,040 | $ | 11,823 |
As of August 31, 2008, for the futures contracts held, the Fund had sufficient cash and/or securities to cover any commitments or margin requirements of the relevant broker or exchange.
Notes to Schedule of Investments:
REIT - Real Estate Investment Trust
* Non-income producing security.
(a) Security valued at fair value using methods determined in good faith by or at the direction of the Trustees of GMO Trust.
See accompanying notes to the financial statements.
12
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Statement of Assets and Liabilities — August 31, 2008 (Unaudited)
Assets: | |||||||
Investments, at value (cost $29,214,415) (Note 2) | $ | 25,439,447 | |||||
Dividends and interest receivable | 67,835 | ||||||
Receivable for collateral on open futures contracts (Note 2) | 28,800 | ||||||
Receivable for expenses reimbursed by Manager (Note 3) | 7,378 | ||||||
Total assets | 25,543,460 | ||||||
Liabilities: | |||||||
Payable to affiliate for (Note 3): | |||||||
Management fee | 6,683 | ||||||
Shareholder service fee | 3,233 | ||||||
Trustees and Chief Compliance Officer of GMO Trust fees | 64 | ||||||
Payable for variation margin on open futures contracts (Note 2) | 6,200 | ||||||
Accrued expenses | 43,526 | ||||||
Total liabilities | 59,706 | ||||||
Net assets | $ | 25,483,754 | |||||
Net assets consist of: | |||||||
Paid-in capital | $ | 32,172,889 | |||||
Accumulated undistributed net investment income | 71,950 | ||||||
Accumulated net realized loss | (2,997,940 | ) | |||||
Net unrealized depreciation | (3,763,145 | ) | |||||
$ | 25,483,754 | ||||||
Net assets attributable to: | |||||||
Class III shares | $ | 25,483,754 | |||||
Shares outstanding: | |||||||
Class III | 3,435,983 | ||||||
Net asset value per share: | |||||||
Class III | $ | 7.42 |
See accompanying notes to the financial statements.
13
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Statement of Operations — Six Months Ended August 31, 2008 (Unaudited)
Investment Income: | |||||||
Dividends | $ | 304,148 | |||||
Interest | 2,932 | ||||||
Total investment income | 307,080 | ||||||
Expenses: | |||||||
Management fee (Note 3) | 42,761 | ||||||
Shareholder service fee – Class III (Note 3) | 20,691 | ||||||
Custodian, fund accounting agent and transfer agent fees | 15,548 | ||||||
Audit and tax fees | 27,508 | ||||||
Legal fees | 368 | ||||||
Trustees fees and related expenses (Note 3) | 126 | ||||||
Miscellaneous | 368 | ||||||
Total expenses | 107,370 | ||||||
Fees and expenses reimbursed by Manager (Note 3) | (43,700 | ) | |||||
Expense reductions (Note 2) | (95 | ) | |||||
Net expenses | 63,575 | ||||||
Net investment income (loss) | 243,505 | ||||||
Realized and unrealized gain (loss): | |||||||
Net realized gain (loss) on: | |||||||
Investments | (1,230,875 | ) | |||||
Closed futures contracts | (69,522 | ) | |||||
Net realized gain (loss) | (1,300,397 | ) | |||||
Change in net unrealized appreciation (depreciation) on: | |||||||
Investments | (277,528 | ) | |||||
Open futures contracts | 56,760 | ||||||
Net unrealized gain (loss) | (220,768 | ) | |||||
Net realized and unrealized gain (loss) | (1,521,165 | ) | |||||
Net increase (decrease) in net assets resulting from operations | $ | (1,277,660 | ) |
See accompanying notes to the financial statements.
14
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Statement of Changes in Net Assets
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||
Increase (decrease) in net assets: | |||||||||||
Operations: | |||||||||||
Net investment income (loss) | $ | 243,505 | $ | 662,983 | |||||||
Net realized gain (loss) | (1,300,397 | ) | 606,964 | ||||||||
Change in net unrealized appreciation (depreciation) | (220,768 | ) | (5,075,041 | ) | |||||||
Net increase (decrease) in net assets from operations | (1,277,660 | ) | (3,805,094 | ) | |||||||
Distributions to shareholders from: | |||||||||||
Net investment income | |||||||||||
Class III | (221,102 | ) | (613,306 | ) | |||||||
Net realized gains | |||||||||||
Class III | — | (2,010,274 | ) | ||||||||
(221,102 | ) | (2,623,580 | ) | ||||||||
Net share transactions (Note 7): | |||||||||||
Class III | (2,375,502 | ) | 60,351 | ||||||||
Total increase (decrease) in net assets | (3,874,264 | ) | (6,368,323 | ) | |||||||
Net assets: | |||||||||||
Beginning of period | 29,358,018 | 35,726,341 | |||||||||
End of period (including accumulated undistributed net investment income of $71,950 and $49,547, respectively) | $ | 25,483,754 | $ | 29,358,018 |
See accompanying notes to the financial statements.
15
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Financial Highlights
(For a Class III share outstanding throughout each period)
Six Months Ended August 31, 2008 | Year Ended February 28/29, | ||||||||||||||||||||||||||
(Unaudited) | 2008 | 2007 | 2006 | 2005 | 2004 | ||||||||||||||||||||||
Net asset value, beginning of period | $ | 7.86 | $ | 9.68 | $ | 10.78 | $ | 11.71 | $ | 11.36 | $ | 8.05 | |||||||||||||||
Income (loss) from investment operations: | |||||||||||||||||||||||||||
Net investment income (loss)† | 0.07 | 0.18 | 0.21 | 0.26 | 0.20 | 0.17 | |||||||||||||||||||||
Net realized and unrealized gain (loss) | (0.45 | ) | (1.23 | ) | 0.80 | 0.58 | 0.86 | 3.31 | |||||||||||||||||||
Total from investment operations | (0.38 | ) | (1.05 | ) | 1.01 | 0.84 | 1.06 | 3.48 | |||||||||||||||||||
Less distributions to shareholders: | |||||||||||||||||||||||||||
From net investment income | (0.06 | ) | (0.18 | ) | (0.23 | ) | (0.28 | ) | (0.19 | ) | (0.17 | ) | |||||||||||||||
From net realized gains | — | (0.59 | ) | (1.88 | ) | (1.49 | ) | (0.52 | ) | — | |||||||||||||||||
Total distributions | (0.06 | ) | (0.77 | ) | (2.11 | ) | (1.77 | ) | (0.71 | ) | (0.17 | ) | |||||||||||||||
Net asset value, end of period | $ | 7.42 | $ | 7.86 | $ | 9.68 | $ | 10.78 | $ | 11.71 | $ | 11.36 | |||||||||||||||
Total Return(a) | (4.81 | )%** | (11.88 | )% | 9.80 | % | 7.73 | % | 9.59 | % | 43.68 | % | |||||||||||||||
Ratios/Supplemental Data: | |||||||||||||||||||||||||||
Net assets, end of period (000's) | $ | 25,484 | $ | 29,358 | $ | 35,726 | $ | 95,605 | $ | 112,411 | $ | 71,931 | |||||||||||||||
Net expenses to average daily net assets | 0.46 | %(b)* | 0.46 | % | 0.46 | % | 0.48 | % | 0.48 | % | 0.48 | % | |||||||||||||||
Net investment income to average daily net assets | 1.77 | %* | 1.93 | % | 1.91 | % | 2.31 | % | 1.79 | % | 1.77 | % | |||||||||||||||
Portfolio turnover rate | 27 | %** | 75 | % | 72 | % | 62 | % | 60 | % | 65 | % | |||||||||||||||
Fees and expenses reimbursed by the Manager to average daily net assets: | 0.32 | %* | 0.23 | % | 0.13 | % | 0.12 | % | 0.10 | % | 0.14 | % |
(a) The total returns would have been lower had certain expenses not been reimbursed during the periods shown and assumes the effect of reinvested distributions.
(b) The net expense ratio does not include the effect of expense reductions.
† Calculated using average shares outstanding throughout the period.
* Annualized.
** Not annualized.
See accompanying notes to the financial statements.
16
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements
August 31, 2008 (Unaudited)
1. Organization
GMO U.S. Intrinsic Value Fund (the "Fund") is a series of GMO Trust (the "Trust"). The Fund is registered under the Investment Company Act of 1940, as amended, as an open-end, non-diversified management investment company. The Fund is advised and managed by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager" or "GMO"). The Trust was established as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts on June 24, 1985. The Declaration of Trust permits the Trustees of the Trust ("Trustees") to create an unlimited number of series of shares ("Funds") and to subdivide Funds into classes.
The Fund seeks long-term capital growth. The Fund seeks to achieve its objective by outperforming the Russell 1000 Value Index. The Fund typically makes equity investments in U.S. companies that issue stocks included in the Russell 1000 Index, and in companies with similar market capitalizations.
2. Significant accounting policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently followed by the Fund in preparing its financial statements. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. dollars.
Portfolio valuation
Securities listed on a securities exchange for which market quotations are readily available are valued at the last sale price or official closing price on each business day, or if there is no such reported sale or official closing price, at the most recent quoted bid price. Unlisted securities for which market quotations are readily available are generally valued at the most recent quoted bid price. Debt instruments with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates fair value. Shares of investment funds are valued at their net asset value. Securities for which quotations are not readily available or whose values the Manager has determined to be unreliable are valued at fair value as determined in good faith by the Trustees or persons acting at their direction pursuant to procedures approved by the Trustees. By its nature, a fair value price is a good faith estimate of the value of a security at a given point in time and may not reflect the value that would be realized if the security were sold. The difference between a fair value price and the value realized upon a sale could be material.
In September 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements ("SFAS 157"). SFAS 157 is effective for the Fund's current fiscal period. While the adoption of SFAS 157 does not have an effect on the Fund's net asset value, it does require additional disclosures about fair value measurements. SFAS 157 establishes a three-level
17
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the reliability of inputs to the valuation of the Fund's investments. The three levels are defined as follows:
Level 1 – Valuations based on quoted prices for identical securities in active markets.
Level 2 – Prices determined using other significant observable inputs.
Level 3 – Valuations based on inputs that are unobservable and significant.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used as of August 31, 2008 in valuing the Fund's investments at value:
Asset Valuation Inputs | Investments in Securities | Other Financial Instruments* | |||||||||
Level 1 - Quoted Prices | $ | 24,568,813 | $ | 11,823 | |||||||
Level 2 - Other Significant Observable Inputs | 870,626 | — | |||||||||
Level 3 - Significant Unobservable Inputs | 8 | — | |||||||||
Total | $ | 25,439,447 | $ | 11,823 |
* Other financial instruments include futures contracts.
Liability Valuation Inputs | Investments in Securities | Other Financial Instruments | |||||||||
Level 1 - Quoted Prices | $ | — | $ | — | |||||||
Level 2 - Other Significant Observable Inputs | — | — | |||||||||
Level 3 - Significant Unobservable Inputs | — | — | |||||||||
Total | $ | — | $ | — |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments in Securities | Other Financial Instruments | ||||||||||
Balance as of February 29, 2008 | $ | 8 | $ | — | |||||||
Accrued discounts/premiums | — | — | |||||||||
Realized gain (loss) | — | — | |||||||||
Change in unrealized appreciation/depreciation | — | — | |||||||||
Net purchases (sales) | — | — | |||||||||
Net transfers in and/or out of Level 3 | — | — | |||||||||
Balance as of August 31, 2008 | $ | 8 | $ | — |
18
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Futures contracts
The Fund may purchase and sell futures contracts. Upon entering into a futures contract, the Fund is required to deposit cash, U.S. government and agency obligations, or other liquid assets with the futures clearing broker in accordance with the initial margin requirements of the broker or exchange. In addition, the Fund maintains cash or securities in an amount that at least equals the net amount payable in the event the Fund must deliver the full amount of the contracts. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value ("variation margin") is recorded by the Fund. The payable or receivable is liquidated on the following business day. Gains or losses are recognized but not considered realized until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed in the Statement of Assets and L iabilities. Under certain circumstances, futures exchanges may establish daily limits on the amount that the price of a futures contract can vary from the previous day's settlement price, thereby effectively preventing liquidation of unfavorable positions. Losses may arise from changes in the value of the underlying instrument if the Fund is unable to liquidate a futures position due to an illiquid secondary market for the contracts or the imposition of price limits, or if counterparties do not perform under the contract terms. Futures contracts are generally valued at the settlement price established each day by the board of trade or exchange on which they are traded. Futures contracts outstanding at the end of the period are listed in the Fund's Schedule of Investments.
Swap agreements
The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Interest rate swap agreements involve the exchange by one party with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. Total return swap agreements involve a commitment by one party to the agreement to pay interest in exchange for a market-linked return, both based on notional amounts. To the extent the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the party will receive a payment from or make a payment to the counterparty, respectively. Forward spread lock swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the swap spread and a fixed spread, multiplied by the notional amount times the duration of the swap rate. The swap spread is the difference between the benchmark swap rate (market rate) and the specific treasury rate. Variance swap agreements involve commitments to pay or receive a settlement amount calculated as the difference between the annualized realized variance of returns on the underlying price and a fixed quantity, also known as the variance strike, over a period of time. The Fund may segregate securities or cash in the name of the counterparty or the counterparty may post cash or securities to the Fund as collateral in accordance with the terms of the agreement.
Swaps are marked to market daily using standard models that incorporate quotations from market makers and the change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. Payments received or made on swap contracts are recorded as realized gain or loss in the Statement of
19
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Operations. Gains or losses are realized upon early termination of the swap agreements. These financial instruments are not actively traded on financial markets. The values assigned to them are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and the differences could be material. Entering into these agreements exposes the Fund, to varying degrees, to elements of credit, legal, market and documentation risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that the counterparties to the agreements may default on their obligations to perform or disagree as to the meaning of contractual terms in the agreements, or that there may be unfavorable changes in interest rates or the price of the index or security underlying these transactions. The Fund had no swap agreements outstanding at the end of the period.
Repurchase agreements
The Fund may enter into repurchase agreements with banks and brokers whereby the Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. The Fund, through its custodian, takes possession of securities collateralizing the repurchase agreement. The collateral is marked to market daily to ensure that the market value of the underlying assets remains sufficient to protect the Fund in the event of default by the seller. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the Fund and the counterparty. In connection with transactions in repurchase agreements, if the seller defaults or enters into insolvency proceedings and the value of the collateral declines, recovery of cash by the Fund may be delayed or limited. The Fund had no repurchase agreements outsta nding at the end of the period.
Securities lending
The Fund may lend its securities to qualified brokers. The loans are collateralized with cash or liquid securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of loss with respect to the investment of the collateral, the risk of delay in and/or inability to exercise its rights with respect to the collateral, and the risk of delay in recovery or loss of rights in the loaned securities should the borrower of the securities fail financially. If a loan is collateralized by U.S. government securities, the Fund receives a fee from the borrower. If a loan is collateralized by cash, the Fund typically invests the cash collateral for its own account in interest-bearing, short-term securities and pays a fee to the borrower that normally represents a portion of the Fund's earnings on the collateral. For the period ended August 31, 2008, the Fund did not participate in securities lending.
Taxes and distributions
The Fund intends to qualify each tax year as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). The Fund intends to distribute substantially all of its net investment income and all of its net realized short-term and long-term capital gain, if any, after
20
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal income or excise tax is necessary.
The Fund's policy is to declare and pay distributions from net investment income, if any, quarterly, and from net realized short-term and long-term capital gain, if any, at least annually. All distributions are paid in shares of the Fund, at net asset value, unless the shareholder elects to receive cash distributions. Distributions to shareholders are recorded by the Fund on the ex-dividend date.
Income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences that arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary over distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.
As of February 29, 2008, the Fund elected to defer to March 1, 2008 post-October capital losses of $1,341,682.
As of August 31, 2008, the approximate cost for U.S. federal income tax purposes and gross and net unrealized appreciation and depreciation in value of investments were as follows:
Aggregate Cost | Gross Unrealized Appreciation | Gross Unrealized (Depreciation) | Net Unrealized Appreciation (Depreciation) | ||||||||||||
$ | 29,701,806 | $ | 816,970 | $ | (5,079,329 | ) | $ | (4,262,359 | ) |
Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital.
The Fund is subject to the provisions of Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 sets forth a minimum threshold for financial statement recognition of a tax position taken or expected to be taken in a tax return that could affect the Fund's financial statements. The Fund did not have any unrecognized tax benefits or liabilities at August 31, 2008, nor were there any increases or decreases in unrecognized tax benefits or liabilities for the period then ended. The Fund is subject to examination based on the statute of limitations by U.S. federal and state tax authorities for tax returns filed.
21
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
Security transactions and related investment income
Security transactions are accounted for on the trade date. Dividend income, net of applicable foreign withholding taxes, if any, is recorded on the ex-dividend date, or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis and is adjusted for the amortization of premiums and accretion of discounts. Principal on inflation indexed securities is adjusted for inflation and any increase or decrease is recorded as interest income or loss. Income is not recognized on securities for which collection is not expected. Non-cash dividends, if any, are recorded at the fair market value of the asset received. In determining the net gain or loss on securities sold, the Fund determines the cost of securities on the identified cost basis.
Expenses
The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.
State Street Bank and Trust Company ("State Street") serves as custodian, fund accounting agent and transfer agent of the Fund. State Street's fees may be reduced by an earnings allowance calculated on the average daily cash balances the Fund maintains with State Street. In addition, Goldman Sachs Agency Lending, the Fund's securities lending agent, has agreed to reimburse the Fund for certain transactional expenses related to securities lending activity. Credit balances or expense reimbursements used to reduce fees, if any, are reported as a reduction of expenses in the Statement of Operations.
Recently issued accounting pronouncement
In March 2008, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ("SFAS 161"). SFAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures about the Fund's derivative and hedging activities. The Manager is currently evaluating the impact the adoption of SFAS 161 will have on the Fund's financial statement disclosures.
3. Fees and other transactions with affiliates
GMO receives a management fee for investment management services provided to the Fund that is paid monthly at the annual rate of 0.31% of average daily net assets. The Fund has adopted a Shareholder Service Plan under which the Fund pays GMO a shareholder service fee for client and shareholder service, reporting, and other support. Pursuant to the Shareholder Service Plan, the shareholder service fee is calculated based on average daily net assets at the annual rate of 0.15% for Class III shares.
The Manager has contractually agreed to reimburse the Fund for Fund expenses through at least June 30, 2009 to the extent the Fund's total annual operating expenses (excluding "Excluded Expenses", as defined below) exceed 0.31% of the Fund's average daily net assets. Excluded Expenses include shareholder
22
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
service fees, fees and expenses of the independent Trustees of the Trust, fees and expenses for legal services not approved by the Manager for the Trust, compensation and expenses of the Trust's Chief Compliance Officer ("CCO") (excluding any employee benefits), brokerage commissions, securities lending fees and expenses, interest expense, transfer taxes, and other investment-related costs (including expenses associated with investments in any company that is an investment company or would be an investment company under the 1940 Act, but for the exceptions to the definition of investment company provided in Section 3(c)(1) and 3(c)(7) of the 1940 Act), hedging transaction fees, extraordinary, non-recurring and certain other unusual expenses (including taxes).
The Fund's portion of the fees paid by the Trust to the Trust's independent Trustees and CCO during the period ended August 31, 2008 was $126 and $92, respectively. The compensation and expenses of the CCO are included in miscellaneous expenses in the Statement of Operations. No remuneration was paid by the Fund to any other officer of the Trust.
4. Purchases and sales of securities
Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended August 31, 2008 aggregated $7,071,548 and $9,333,781, respectively.
5. Guarantees
In the normal course of business the Fund enters into contracts with third-party service providers that contain a variety of representations and warranties and that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as it would involve future claims that may be made against the Fund that have not yet occurred. Based on experience, management is of the view that the risk of loss in connection with these potential indemnification obligations is remote; however, there can be no assurance that in the future such obligations will not result in material liabilities that adversely affect the Fund.
6. Principal shareholders and related parties
As of August 31, 2008, 99.27% of the outstanding shares of the Fund were held by two shareholders, each holding more than 10% of the Fund's outstanding shares. On that date, no other shareholder owned more than 10% of the outstanding shares of the Fund. Redemptions from (or investments into) the Fund or on behalf of these large shareholders may have a material effect on the Fund.
As of August 31, 2008, 0.09% of the Fund's shares were held by senior management of the Manager and GMO Trust officers, and 0.15% of the Fund's shares were held by accounts for which the Manager has investment discretion.
23
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Notes to Financial Statements — (Continued)
August 31, 2008 (Unaudited)
7. Share transactions
The Declaration of Trust permits the Trustees to issue an unlimited number of shares of beneficial interest (without par value). Transactions in Fund shares were as follows:
Six Months Ended August 31, 2008 (Unaudited) | Year Ended February 29, 2008 | ||||||||||||||||||
Class III: | Shares | Amount | Shares | Amount | |||||||||||||||
Shares sold | — | $ | — | 183,699 | $ | 1,585,009 | |||||||||||||
Shares issued to shareholders in reinvestment of distributions | 28,529 | 213,467 | 279,714 | 2,550,763 | |||||||||||||||
Shares repurchased | (327,217 | ) | (2,588,969 | ) | (421,121 | ) | (4,075,421 | ) | |||||||||||
Net increase (decrease) | (298,688 | ) | $ | (2,375,502 | ) | 42,292 | $ | 60,351 |
24
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement
August 31, 2008 (Unaudited)
In determining to approve the renewal of the investment management agreement of the Fund for an additional twelve month period commencing June 30, 2008, the Trustees, each of whom is not an "interested person" of GMO Trust (the "Trust"), considered information that they believed, in light of the legal advice furnished to them and their own business judgment, to be relevant. The Trustees considered separately the investment management agreement for each fund of the Trust, but noted the common interests of the funds.
As discussed below, at meetings throughout the year, the Trustees considered information relevant to renewal of the Fund's investment management agreement. In addition, at a meeting on May 15, 2008 with their independent legal counsel and the Trust's independent Chief Compliance Officer, the Trustees discussed extensive materials provided by Grantham, Mayo, Van Otterloo & Co. LLC (the "Manager") to the Trustees for purposes of considering the renewal of the Fund's investment management agreement. At the conclusion of the meeting, the Trustees instructed their independent legal counsel to request additional information from the Manager, which was furnished by the Manager and/or addressed by the Manager at a meeting of the Trustees on June 16, 2008.
The Trustees met over the course of the year with the Manager's investment advisory personnel and considered information provided by the Manager relating to the education, experience, and number of investment professionals and other personnel providing services under the Fund's investment management agreement. The Trustees also considered information concerning the investment philosophy of, and investment process applied by, the Manager in managing the Fund and the level of skill required to manage the Fund. In evaluating that information, the Trustees considered the Manager's internal resources as well as other resources available to the Manager's personnel. The Trustees also took into account the time and attention devoted by the Manager's senior management to the Fund. The Trustees considered the business reputation of the Manager, its financial resources, and its professional liability insurance coverage.
The Trustees also considered the Fund's investment performance relative to its performance benchmark, and as compared to the performance of other accounts with similar objectives managed by the Manager and funds managed by other managers deemed by third-party data services to have similar objectives. The Trustees reviewed the Fund's performance over various periods, including one- and five-year periods and for the life of the Fund, information prepared by the third-party data services, various statistical measures of the Fund's performance relative to its benchmark (including the volatility of the Fund's returns), as well as factors identified by the Manager as contributing to the Fund's performance. The Trustees also considered the qualifications and experience of the personnel responsible for managing the Fund, the support those personnel received from the Manager, the investment techniques used to manage the Fund, and the ove rall competence of the Manager.
The Trustees also gave substantial consideration to the fees payable under the Fund's investment management agreement. The Trustees considered information prepared by third-party data services concerning fees paid to managers of funds deemed by those services to have similar objectives. In evaluating the Fund's advisory fee arrangement, the Trustees also took into account the sophistication of the investment techniques used to manage the Fund, and reviewed information provided by the Manager regarding asset-based fees paid by its separate account clients with similar objectives. In comparing the fees, the Trustees considered information provided by the Manager regarding the generally broader scope of services provided by the Manager to the Fund in comparison to separate account clients and the impact on the Manager of, and expenses and risks
25
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Board Review of Investment Management Agreement — (Continued)
August 31, 2008 (Unaudited)
associated with, the more extensive regulatory and tax regimes to which the Fund is subject. The Trustees also reviewed information provided by the Manager regarding the profits it realized on the services (excluding distribution services) it provided to the Fund and the Trust. In considering that information, the Trustees took into account so-called "fallout benefits" to the Manager, such as the receipt of shareholder servicing fees pursuant to the Trust's servicing agreements and possible reputational value derived from serving as investment manager to the Fund. The Trustees considered the ability of the funds of the Trust to establish a public record of their performance also to be a potential fallout benefit to the Manager because of the opportunity that record might create for the Manager to increase assets under management, for example, by attracting new clients, entering into sub-advisory relationships with other fund gro ups, and expanding existing client relationships. The Trustees also considered possible economies of scale to the Manager, and concluded that the fee payable under the agreement appropriately reflected any economies of scale associated with managing the Fund. After reviewing these and related factors, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the advisory fee charged to the Fund was reasonable.
The Trustees also considered other information regarding the quality of the services provided by the Manager to the Fund. The Trustees evaluated the Manager's record with respect to regulatory compliance and compliance with the investment policies of the Fund and other funds of the Trust. The Trustees also evaluated the procedures of the Manager designed to fulfill the Manager's fiduciary duty to the Fund with respect to possible conflicts of interest, including the Manager's code of ethics (regulating the personal trading and business conduct of its officers and employees), the procedures by which the Manager allocates trades among its investment advisory clients, the Trust's proxy voting policies and procedures, the systems in place to ensure compliance with the foregoing, and the record of the Manager in these matters. The Trustees also received information concerning the Manager's practices and results with respect to the ex ecution of portfolio transactions.
The Trustees considered the scope of the services provided by the Manager to the Fund under the investment management agreement and shareholder service agreement. The Trustees noted that legal counsel had advised that, in their experience, the standard of care set forth in the investment management agreement was typical for mutual fund investment management agreements. The Trustees noted that the scope of the Manager's services to the Fund was consistent with the Fund's operational requirements, including, in addition to seeking to achieve the Fund's investment objective, compliance with the Fund's investment restrictions, tax and reporting requirements, and shareholder services. The Trustees considered the Manager's oversight of non-advisory services provided by persons other than the Manager, considering, among other things, the Fund's total expenses, the Manager's reimbursement of certain expenses pursuant to its contractual expense reimbursement arrangement in place with the Fund, and the reputation of the Fund's other service providers.
After reviewing these factors, among others, the Trustees concluded, within the context of their overall conclusions regarding the agreement, that the nature, extent, and quality of services provided supported the renewal of the Fund's investment management agreement.
Following their review, on June 16, 2008, the Trustees, each of whom is not an "interested person" of the Trust, based on their evaluation of all factors that they deemed to be material, including those factors described above, approved the renewal of the Fund's investment management agreement for an additional twelve-month period commencing June 30, 2008.
26
GMO U.S. Intrinsic Value Fund
(A Series of GMO Trust)
Fund Expenses
August 31, 2008 (Unaudited)
Expense Examples: The following information is in relation to expenses for the six month period ended August 31, 2008.
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees, shareholder service fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period, March 1, 2008 through August 31, 2008.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, a $10,000,000 account value divided by $1,000 = 10,000), then multiply the result by the number in the first line under the heading entitled "Net Expense Incurred" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Annualized Net Expense Ratio | Beginning Account Value | Ending Account Value | Net Expense Incurred* | ||||||||||||||||
Class III | |||||||||||||||||||
1) Actual | 0.46 | % | $ | 1,000.00 | $ | 951.90 | $ | 2.26 | |||||||||||
2) Hypothetical | 0.46 | % | $ | 1,000.00 | $ | 1,022.89 | $ | 2.35 |
* Expenses are calculated using the Class's annualized net expense ratio for the six months ended August 31, 2008, multiplied by the average account value over the period, multiplied by 184 days in the period, divided by 365 days in the year.
27
Item 2. Code of Ethics.
Not applicable to this filing.
Item 3. Audit Committee Financial Expert.
Not applicable to this filing.
Item 4. Principal Accountant Fees and Services.
Not applicable to this filing.
Item 5. Audit Committee of Listed Registrants.
Not applicable to this filing.
Item 6. Schedule of Investments.
The complete schedule of investments for each series of the registrant is included as part of the semiannual reports to shareholders filed under Item 1 of this Form N-CSR.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to this registrant.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to this registrant.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to this registrant.
Item 10. Submission of Matters to a Vote of Security Holders.
There were 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 Principal Executive Officer and Principal Financial Officer have concluded as of a date within 90 days of the filing of this report, based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c))) that the design and operation of such procedures are effective to provide reasonable assurance that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms.
(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 (17 CFR 270.30a-3(d))) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Exhibits.
(a)(1) Not applicable to this filing.
(a)(2) Certifications by the Principal Executive Officer and Principal Financial Officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) are attached hereto as EX-99.CERT.
(a)(3) Not applicable to this registrant.
(b) Certifications by the Principal Executive Officer and Principal Financial Officer of the registrant pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) are attached hereto as EX-99.906 CERT.
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) | GMO Trust |
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By (Signature and Title): | /s/ Scott E. Eston |
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| Scott E. Eston, Chief Executive Officer |
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| Date: | November 3, 2008 |
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Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title): | /s/ Scott E. Eston |
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| Scott E. Eston, Principal Executive Officer |
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| Date: |
| November 3, 2008 |
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By (Signature and Title): | /s/ Sheppard N. Burnett |
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| Sheppard N. Burnett, Principal Financial Officer |
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| Date: | November 3, 2008 |
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